MARINER MOTEL: Bankruptcy Auction to be Held on August 15MAXXAM INC: Can Sell Up to 3.5 Million Kaiser Aluminum SharesMESABA AIRLINES: Can Reject Contracts With Pilots & MechanicsMIRANT CORP: $1.2 Bil. Equity Buy Back Cues Moody's to Cut RatingsO'SULLIVAN INDUSTRIES: Sells United Kingdom Business Operations

I2 TELECOM: March 31 Balance Sheet Upside-Down by $1.7 Million--------------------------------------------------------------i2 Telecom International, Inc., filed its financial statement for the quarter ended March 31, 2006, with the Securities and Exchange Commission.

The Company reported a $1,351,139 net loss on $140,003 of revenues for the three months ended March 31, 2006, versus a $1,972,340 net loss on $186,308 of revenues for the three months ended March 31, 2005.

At March 31, 2006, the Company's balance sheet showed $5,983,160 in total assets and $7,696,724 in total liabilities resulting in a stockholders' deficit of $1,710,039.

The Company's balance sheet also showed working capital deficit with total current assets of $1,407,245 and total current liabilities of $7,093,199.

A full-text copy of the Company's financial statement for the quarter ended March 31, 2006, is available for free at:

Freedman & Goldberg expressed substantial doubt about i2 Telecom's ability to continue as a going concern after it audited the Company's financial statements for the years ended Dec. 31, 2005, 2004 and 2003. The auditing firm pointed to the Company's ongoing losses from operations since inception.

About i2 Telecom

Headquartered at Atlanta, Georgia, i2 Telecom International, Inc. -- http://www.i2telecom.com/-- provides high-quality international and domestic long distance calling services to subscribers at a fraction of the cost of traditional carriers by leveraging the power of the Internet.

ABLE LABORATORIES: Gets $307,019 Settlement from Mallinckrodt-------------------------------------------------------------The Honorable Raymond T. Lyons of the U.S. Bankruptcy Court for the District of New Jersey approved a Stipulation and Consent Order between Able Laboratories, Inc., and Mallinckrodt Inc.

Mallinckrodt provided goods and services to the Debtor prior to Able Laboratories' bankruptcy filing and received a return of some of the goods provided.

Pursuant to their agreement, Mallinckrodt agrees to pay the Debtor $307,019.63 to settle and compromise certain disputed claims. The payment releases Mallinckrodt from any liability or causes of action the Debtor may assert, including all actions under Chapter 5 of the Bankruptcy Code.

About Able Laboratories

Headquartered in Cranbury, New Jersey, Able Laboratories, Inc. --http://www.ablelabs.com/-- develops and manufactures generic pharmaceutical products in tablet, capsule, liquid and suppositorydosage forms. The Company filed for chapter 11 protection on July18, 2005 (Bankr. D. N.J. Case No. 05-33129) after it haltedmanufacturing operations and recalled all of its products notmeeting FDA regulatory standards. Deborah Piazza, Esq., and MarkC. Ellenberg, Esq., at Cadwalader, Wickersham & Taft LLP representthe Debtor in its restructuring efforts. David H. Stein, Esq.,Michael F. Hahn, Esq., and Walter J. Greenhalgh, Esq., DuaneMorris LLP, represent the Official Committee of UnsecuredCreditors. When the Debtor filed for protection from itscreditors, it listed $59.5 million in total assets and $9.5 million in total debts.

-- is obligated to pay term rent of $57,210 on the 18th day of each month;

-- is obligated to properly maintain the Aircraft;

-- had an opportunity to exercise an early purchase option for $4,540,268 on December 18, 2002; and

-- has the opportunity to purchase the Aircraft at "fair market value" on December 18, 2006, the Lease's expiration date.

The Lease is subject to a corporate guaranty by Adelphia CableCorporation, Inc., and is subject to a prepetition default of$57,210.

In June 2006, the Court approved the ACOM Debtors' sale ofsubstantially all of their assets to Time Warner Cable NY, LLC,and Comcast Corporation, and confirmed the Joint Venture Plan ofCentury-TCI Debtors and Parnassos Debtors.

Susan G. Boswell, Esq., at Quarles & Brady Streich Lang LLP, inTucson, Arizona, contends that since neither of the ACOM Debtors'purchasers seeks to assume the Lease, it is clear that the Leasewill be rejected eventually. The result of the approved SaleMotion and the Joint Venture Plan is that the ultimate rejectionof the Lease will be postponed indefinitely, Ms. Boswell says.

Ms. Boswell tells the Court that the ACOM Debtors continue to usethe Aircraft, which also continues to depreciate in value. Thearrangement unfairly places substantially all of the riskassociated with the market or potential damage to the Aircraft onGeneral Electric, Ms. Boswell complains.

Accordingly, General Electric asks the Court to set a date bywhich the ACOM Debtors must either assume or reject the AircraftLease.

Based in Coudersport, Pa., Adelphia Communications Corporation(OTC: ADELQ) -- http://www.adelphia.com/-- is the fifth-largest cable television company in the country. Adelphia servescustomers in 30 states and Puerto Rico, and offers analog anddigital video services, high-speed Internet access and otheradvanced services over its broadband networks. The Company andits more than 200 affiliates filed for Chapter 11 protection inthe Southern District of New York on June 25, 2002. Those casesare jointly administered under case number 02-41729. Willkie Farr& Gallagher represents the ACOM Debtors. PricewaterhouseCoopersserves as the Debtors' financial advisor. Kasowitz, Benson,Torres & Friedman, LLP, and Klee, Tuchin, Bogdanoff & Stern LLPrepresent the Official Committee of Unsecured Creditors. (Adelphia Bankruptcy News, Issue No. 139; Bankruptcy Creditors'Service, Inc., 215/945-7000)

ADELPHIA COMMS: JPMorgan Will Appeal Comcast-Time Warner Sale OK----------------------------------------------------------------JPMorgan Chase Bank, N.A., as administrative agent under theSecond Amended and Restated Credit Agreement dated December 19,1997, with FrontierVision Operating Partners, L.P., as borrower, notifies the U.S. Bankruptcy Court for the Southern District of New York that it will take an appeal to the U.S. District Court for the Southern District of New York from Judge Gerber's approval of the sale of substantially all of the assets of Adelphia Communications Corporation and its debtor-affiliates to Comcast Corporation and Time Warner Cable NY LLC.

JPMorgan wants the District Court to review whether theBankruptcy Court erred, as a matter of law, in concluding thatthe sale of substantially all of the assets of the FrontierVisionDebtors was authorized under Section 363(b) of the BankruptcyCode outside of a Chapter 11 plan.

As reported in the Troubled Company Reporter on June 26, 2006, Judge Gerber allowed the ACOM Debtors to restructure the sale of substantially all of their assets to Time Warner and a portion of its asset sale to Comcast.

According to Judge Gerber, the Debtors have demonstrated acompelling and sound business justification for the AdditionalBuyer Provisions set forth in the Amended Purchase Agreements.

Based in Coudersport, Pa., Adelphia Communications Corporation(OTC: ADELQ) -- http://www.adelphia.com/-- is the fifth-largest cable television company in the country. Adelphia servescustomers in 30 states and Puerto Rico, and offers analog anddigital video services, high-speed Internet access and otheradvanced services over its broadband networks. The Company andits more than 200 affiliates filed for Chapter 11 protection inthe Southern District of New York on June 25, 2002. Those casesare jointly administered under case number 02-41729. Willkie Farr& Gallagher represents the ACOM Debtors. PricewaterhouseCoopersserves as the Debtors' financial advisor. Kasowitz, Benson,Torres & Friedman, LLP, and Klee, Tuchin, Bogdanoff & Stern LLPrepresent the Official Committee of Unsecured Creditors. (Adelphia Bankruptcy News, Issue No. 139; Bankruptcy Creditors'Service, Inc., 215/945-7000)

AHPC HOLDINGS: Receives Additional Nasdaq Non-Compliance Notice---------------------------------------------------------------AHPC Holdings, Inc., disclosed that on July 6, 2006, it received an additional determination from the Listing Qualifications Staff of The Nasdaq Stock Market, Inc. indicating that the Company's failure to solicit proxies and hold an annual meeting for fiscal 2005 on or before June 30, 2006, as required by Nasdaq Marketplace Rules 4350(e) and 4350(g), could serve as a basis for the delisting of the Company's securities from The Nasdaq Capital Market.

The Company was aware of the annual meeting requirement and addressed its plan for regaining compliance with this requirement at the Company's hearing before the Nasdaq Listing Qualifications Panel, which was held on June 15, 2006. Consistent with that plan, the Company filed a proxy statement with the U.S. Securities and Exchange Commission on July 7, 2006 for an annual shareholders meeting to be held on August 14, 2006.

On June 15, 2006, the Company attended the Nasdaq hearing related to its non-compliance with Nasdaq's $2.5 million shareholders' equity requirement. On June 26, 2006, the Company disclosed thatit believed it had regained compliance with the $2.5 million shareholders' equity requirement upon completion of a $3 million equity financing with M.A.G. Capital, LLC and its affiliates. The Company has advised Nasdaq of the closing of the private placement and is now awaiting the issuance of the Panel's hearing decision, which is expected to address both the stockholders' equity and annual meeting issues. The Company's securities will remain listed on The Nasdaq Capital Market pending the issuance of thePanel's decision, there can be no assurance that the Panel will grant the Company's request for continued listing.

As reported in the Troubled Company Reporter on Oct. 26, 2005,Grant Thornton LLP expressed substantial doubt about AmericanHealth Products Corporation's ability to continue as a goingconcern after it audited the Company's financial statements forthe fiscal years ended June 30, 2005, and 2004. The auditing firmpoints to the Company's recurring losses, including the $1,151,549net loss incurred for the year ended June 30, 2005. AHPCHoldings, Inc., fka WRP Corporation, operates through AmericanHealth Products, its wholly owned subsidiary.

AIRADIGM COMMUNICATIONS: U.S. Trustee Unable to Form Committee--------------------------------------------------------------The U.S. Trustee for Region 11 informed the U.S. Bankruptcy Court for the Western District of Wisconsin that there was an insufficient number of creditors willing to serve on an Official Committee of Unsecured Creditors in Airadigm Communications,Inc.'s chapter 11 case. Accordingly, the U.S. Trustee is unable to appoint a committee under Section 1102(a) of the Bankruptcy Code at this time.

Official creditors' committees have the right to employ legal andaccounting professionals and financial advisors, at the Debtors'expense. They may investigate the Debtors' business and financialaffairs. Importantly, official committees serve as fiduciaries tothe general population of creditors they represent. Thosecommittees will also attempt to negotiate the terms of aconsensual chapter 11 plan -- almost always subject to the termsof strict confidentiality agreements with the Debtors and othercore parties-in-interest. If negotiations break down, theCommittee may ask the Bankruptcy Court to replace management withan independent trustee. If the Committee concludes reorganizationof the Debtors is impossible, the Committee will urge theBankruptcy Court to convert the chapter 11 cases to a liquidationproceeding.

The company filed a second chapter 11 petition on May 8, 2006(Bankr. W.D. Wis. Case No. 06-10930). Kathryn A. Pamenter, Esq.,and Ronald Barliant, Esq., at Goldberg, Kohn, Bell, Black,Rosenbloom & Moritz, Ltd., represent the Debtor in its newbankruptcy proceedings. No Official Committee of UnsecuredCreditors has been appointed in the Debtor's new bankruptcy case.In its second bankruptcy filing, the Debtor estimated assetsbetween $10 million to $50 million and debts of more than$100 million.

AIRBASE SERVICES: Trustee Assumes Contracts of Three Individuals----------------------------------------------------------------The Honorable Dennis Michael Lynn of the U.S. Bankruptcy Court for the Northern District of Texas in Fort Worth authorized Dennis Faulker, the Chapter 11 Trustee for Airbase Services, Inc., to assume executory contracts with three individuals:

Each of these individuals is a consultant or program manager that acts as liaisons between the Debtor and major airlines in connection with the performance of contracts.

In an agreement with Mr. Nishnick, he agreed to act as program director for a base salary of $6,000 per month. In the event that Mr. Nishnick will perform his contract for at least 90 days, he will receive an additional incentive of $500 per month.

Mr. Nishnick's contract is in support of customer relations in connection with a program referred to as the Quoin Management Services with American Airlines. In the event is contract is terminated, the Debtor will be obligated to pay Mr. Nishnick's wages through the end of the current period and may require payment of the incentives accrued since Jan. 1, 2006. Mr. Nishnick is willing to waive the termination payment in exchange for the assumption.

Ms. Gurevich is a program manager that facilitates performance under an American Airlines contract. She is employed for $85,000 per year. Her contract may be terminated on 45 days notice. As a result, her contract has an effective termination expense of $10,625. During the 45-day period, she is required to continue providing necessary services.

Mr. Quent is a director of program management and assists in monitoring and facilitating an American Airlines Program. Mr. Quent bills GBP30.25 per hour as recorded on a time sheet and approved by a manager. Mr. Quent is expected to work approximately 45 hours per week, or longer, or none at all. Mr. Quent's contract can be terminated on a 90 days notice.

The Chapter 11 Trustee needs to pay the prepetition fees and expenses of these individuals in order to assume the contracts:

-- John William Nishnick for $12,000 and $694.20 respectively; -- Anna Gurevich for $3,541.50 and $272.90 respectively, and -- Heinz-Dieter Quent for $1,300.75 and $380.77 respectively.

The Chapter 11 Trustee belives that the expense incurred in assuming these contracts are minor relative to the potential benefit available as a result of performing on the agreements with American Airlines.

Headquartered in Grand Prairie, Texas, Airbase Services, Inc. --http://www.airbaseservices.com/-- maintains and repairs a wide range of cargo equipment and cabin interior designs for commercialairlines, and provides maintenance and management services for theairline industry. Due to bankruptcies filed by several of itsairline customers, the Company filed for bankruptcy protection onMay 1, 2006 (Bankr. N.D. Tex. Case. No. 06-41231). The Courtapproved the appointment of Dennis Faulkner as Chapter 11 Trustee in the Debtor's chapter 11 case on May 3, 2006. Mark J. Petrocchi, Esq., at Goodrich Postnikoff Albertson & Petrocchi, LLP, represents the Trustee. No Official Committee of Unsecured Creditors has been appointed in the Debtor's case. In its schedules of assets and liabilities, the Debtor listed $12,628,078 in total assets and $28,311,883 in total liabilities.

AIRNET COMMS: Court Grants Access to Laurus' Cash Collateral ------------------------------------------------------------The Honorable Arthur B. Briskman of the U.S. Bankruptcy Court for the Middle District of Florida in Orlando authorized AirNet Communications Corporation to use cash collateral securing repayment of its debts to Laurus Master Fund, Ltd.

As of May 22, 2006, the Debtor owed Laurus approximately $4,200,000 under a revolving credit facility. Laurus' cash collateral pursuant to the terms of the credit facility is comprised of inventory and funds on hand and funds to be received from the Debtor's receivables for goods sold. The Debtor estimates the book value of the cash collateral at approximately $11,294,236 as of May 22, 2006.

The Debtor needs to use Laurus' cash collateral to maintain the going-concern value of its business and preserve the value of the estate's assets. Cash collateral will be used in accordance with a monthly budget. A copy of this budget is available for free at http://researcharchives.com/t/s?dc5

As adequate protection against the diminution in value of its cash collateral, the Debtor grants Laurus a replacement lien with the same validity, extent, and priority as its prepetition lien. To the extent that the adequate protection fails to protect Laurus, Laurus is granted a superpriority claim.

Headquartered in Melbourne, Florida, AirNet CommunicationsCorporation -- http://www.aircom.com/-- designs, manufactures, and markets wireless infrastructure products and offers infrastructure solutions for commercial GSM customers, and government, defense, homeland security based agencies. The Debtor filed for chapter 11 protection on May 22, 2006 (Bankr. M.D. Fla. Case No. 06-01171). R. Scott Shuker, Esq., at Gronek & Latham, LLP, represents the Debtor in its restructuring efforts. No Official Committee of Unsecured Creditors has been appointed in the Debtor's case. When the Debtor filed for protection from its creditors, it listed total assets of $15,701,881 and total debts of $21,615,346.

ALLIED HOLDINGS: Can Assume Lexington Headquarter Leases--------------------------------------------------------The Honorable C. Ray Mullins of the U.S Bankruptcy Court for the Northern District of Georgia signed an agreed order authorizing Allied Holdings, Inc., to assume its leases with LEPERCQ Corporate Income Fund L.P., (Lexington) for premises located at 160 Clairemont Avenue, in Decatur, Georgia.

The Court also permits Allied Holdings to pay Lexington:

* $11,505, representing unpaid tax reimbursement, as a cure cost;

* $36,000 as compensation for actual pecuniary loss for Lexington's attorneys' fees and costs incurred in protecting its interests under the Headquarters Lease;

* $151,960, the actual cost incurred by Lexington for repairs of the roof of the Premises, in three installments.

All proofs of claim filed by Lexington that relate to the Headquarters Lease will be deemed withdrawn by payment in full ofthe Unpaid Tax Reimbursement, the Pecuniary Loss Amount, and theRoof Repair Amount.

ALLIED HOLDINGS: Can Reject Software Engineering Contract---------------------------------------------------------Allied Holdings, Inc., and its debtor-affiliates obtained permission from the U.S. Bankruptcy Court for the Northern District of Georgia to reject a software program product license and maintenance agreement with Software Engineering of America, Inc. The Court directs all claims arising out of the rejection of the contract be filed with the Debtors' claims agent, JPMorgan Trust Company, National Association, no later than July 21, 2006.

Thomas R. Walker, Esq., at Troutman Sanders LLP, in Atlanta,Georgia, disclosed that the Debtors have determined that theContract:

AMERUS GROUP: Moody's Puts Ratings Under Review and May Upgrade---------------------------------------------------------------Moody's Investors Service placed the Baa3 senior unsecured debt rating of AmerUs Group Company on review for possible upgrade. The A3 insurance financial strength ratings on the company's three principal operating companies -- AmerUs Life Insurance Company, American Investors Life Insurance Company, and Indianapolis Life Insurance Company -- were also placed on review for possible upgrade.

The review was initiated following the recent announcementthat Aviva Plc, the largest insurer in the U.K., signed a definitive agreement to acquire 100% of AmerUs in a transaction that is expected to close in the fourth quarter of 2006, subject to regulatory and shareholder approvals.

According to the rating agency, the rating review will focus on Aviva's strategic plan for AmerUs and its subsidiaries, their degree of integration into Aviva's U.S. operations, and the level of implicit financial support to be expected from their new owner.

AmerUs Life Insurance Company and American Investors Life Insurance Company

* insurance financial strength ratings each at A3;

Indianapolis Life Insurance Company

* insurance financial strength rating at A3; * surplus notes at Baa2;

AmerUs Capital I

* preferred stock rating at Ba1;

AmerUs Capital II, III, IV, and V

* preferred stock (shelf) rating at (P)Ba1.

The last rating action took place on May 9, 2006 when Moody's rated $144 million of AmerUs' senior notes.

AmerUs Group Company is a life insurance group headquartered in Des Moines, Iowa. As of March 31, 2006, the company reported consolidated GAAP assets of approximately $25 billion and consolidated GAAP shareholders' equity of $1.7 billion. American Investors Life Insurance Company, AmerUs Life Insurance Company, and Indianapolis Life Insurance Company are all wholly owned subsidiaries of AmerUs Group Company.

The tender offer is scheduled to expire on Aug. 7, 2006. The consent solicitation is scheduled to expire on July 21, 2006. Holders may withdraw their tenders prior to July 21, 2006.

The Company is soliciting consents to amendments eliminating all of the restrictive covenants and certain events of default in the indenture governing the Notes. Holders tendering Notes will be required to consent to the proposed amendments to the indenture. The Company is offering to make a consent payment of $20 per $1,000 principal amount of Notes to holders who validly tender their Notes and deliver their consents on or prior to the July 21, 2006.

The Company will establish a $150 million revolving credit facility, to use the proceeds together with its cash on hand to purchase Notes in the tender offer.

Requests for documentation should be directed to Global Bondholder Services Corporation at (866) 804-2200.

Based in Wellington, Florida, B/E Aerospace, Inc. (Nasdaq:BEAV) -- http://www.beaerospace.com/-- is a manufacturer of aircraft cabin interior products, and a leading aftermarket distributor of aerospace fasteners. B/E designs, develops and manufactures a broad range of products for both commercial aircraft and business jets. B/E manufactured products include aircraft cabin seating, lighting, oxygen, and food and beverage preparation and storage equipment. The company also provides cabin interior design, reconfiguration and passenger-to-freighter conversion services. Products for the existing aircraft fleet -- the aftermarket -- generate about 60% of sales. B/E sells and supports its products through its own global direct sales and product support organization.

* * *

As reported in the Troubled Company Reporter on Jan. 16, 2006,Moody's Investors Service raised the ratings of B/E Aerospace,Inc., Corporate Family Rating to B1 from B3. Moody's said theratings outlook is stable.

BERRY-HILL GALLERIES: Can Get Reimbursements from Co-Debtor Coram -----------------------------------------------------------------The Honorable Robert E. Gerber allowed Coram Capital LLC to use the cash collateral securing repayment of its indebtedness to ARCK Credit Company, LLC, to reimburse its co-debtor Berry-Hill Galleries, Inc., up to $273,520 to administer its chapter 11 case.

Coram is also be permitted to use up to $100,000 of the cash collateral to reimburse Berry-Hill for costs necessary to pay any fees relating to financing proposals.

Judge Gerber also allowed Coram to use the cash collateral to reimburse Berry-Hill for future fees and expenses:

(1) 10% of professional fees and expenses related to the administration of these Chapter 11 Cases; and

(2) 100% of amounts of certain miscellaneous expenses associated with the operation of the Debtors' business that allocable to Coram.

Coram is not required to provide ARCK Credit with any additional protection in addition to the substantial equity cushion that exists as a result of the excess of the value of the collateral securing the claims of ARCK Credit.

Headquartered in New York, New York, Berry-Hill Galleries, Inc.-- http://www.berry-hill.com/-- buys paintings and sculpture through outright purchase or on a commission basis and alsoexhibits artworks. The Debtor and its affiliate, Coram CapitalLLC, filed for chapter 11 protection on Dec. 8, 2005 (Bankr.S.D.N.Y. Case Nos. 05-60169 & 05-60170). Robert T. Schmidt, Esq.,at Kramer, Levin, Naftalis & Frankel, LLP, represents the Debtorsin their restructuring efforts. Robert J. Feinstein, Esq., at Pachulski, Stang, Ziehl, Young, Jones & Weintraub P.C., represents the Official Committee of Unsecured Creditors. When the Debtors filed for protection from their creditors, they estimated assets between $10 million and $100 million and debts between $1 million and $50 million.

CATHOLIC CHURCH: Court Approves Portland's Use of Funds------------------------------------------------------- The U.S. Bankruptcy Court for the District of Oregon approves the stipulation between the Archdiocese of Portland in Oregon and the Tort Claimants Committee governing the use of the Archdiocese's funds for the period July 1 through Dec. 31, 2006.

Among other things, the Stipulation provides that on or before Dec. 31, 2006, the Archdiocese will deliver to the Tort Committee an operating budget for the six-month period beginning Jan. 1, 2007, through June 30, 2007.

As reported in the Troubled Company Reporter on July 7, 2006, the Archdiocese of Portland in Oregon maintained funds and investments for itself, and as a fiduciary trustee or custodian for various parishes, schools, charitable trusts and other entities. The funds and investments were held in accounts located at Key Bank and Union Bank of California.

The Official Committee of Tort Claimants appointed in the Archdiocese's Chapter 11 case asserted that the parishes and schools have no legal existence separate from the Archdiocese and are analogous to divisions of a corporation.

The Tort Committee also contends that, among others, the Archdiocese's bankruptcy estate included the parishes and schools, and the Accounts, including the Archdiocesan Loan and Investment Program, the Catholic Education Endowment Fund, and the parish and school bank accounts.

To allow the Archdiocese, the parishes and the schools to continue to operate in the ordinary course, and to provide adequate oversight over the use and administration of the funds and investments in the Accounts, the Tort Committee agreed that Portland may continue to utilize the funds and investments in the Accounts and in accordance with the Operating Budget, the ALIP Budget, and the CEEF Budget.

The Archdiocese of Portland in Oregon filed for chapter 11 protection (Bankr. Ore. Case No. 04-37154) on July 6, 2004. Thomas W. Stilley, Esq., and William N. Stiles, Esq., at Sussman Shank LLP, represent the Portland Archdiocese in its restructuring efforts. Albert N. Kennedy, Esq., at Tonkon Torp, LLP, represents the Official Tort Claimants Committee in Portland, and scores of abuse victims are represented by other lawyers. David A. Foraker serves as the Future Claimants Representative appointed in the Archdiocese of Portland's Chapter 11 case. In its Schedules of Assets and Liabilities filed with the Court on July 30, 2004, the Portland Archdiocese reports $19,251,558 in assets and $373,015,566 in liabilities. (Catholic Church Bankruptcy News, Issue No. 64; Bankruptcy Creditors' Service, Inc., 215/945-7000)

CATHOLIC CHURCH: Spokane Wants to Sell Five Real Properties -----------------------------------------------------------The Diocese of Spokane asks permission from the U.S. Bankruptcy Court for the Eastern District of Washington to sell its interests on these real properties, free and clear of liens and encumbrances:

In relation to the sale, the Diocese asks Judge Williams to approve a bidding and auction procedures for the disposition of its interests in the Sale Properties.

General Procedures

The Diocese will enter into purchase agreements with an initial purchaser for each Sale Property. Subsequent to the execution of an Initial Purchase Agreement with an Initial Purchaser, the Diocese will send a Bidding Deadline and Auction Notice to competing and prospective bidders.

Once a successful bidder is chosen after each auction, the Diocese will serve a Notice of Sale on parties-in-interest, which notice will provide for, among other things, the general terms of the sale of a particular Sale Property and the deadline for filing objections to the Sale.

Competing Bids

Bidders must submit written competing bids, together with the other required bid documents, including a deposit, for any number of Sale Properties, no later than the bidding deadline scheduled in the Bidding Deadline and Auction Notice. The Diocese, in its sole discretion, will extend any bidding deadlines.

Required Bid Documents and Deposit

All bids must include a written offer, a deposit, an executed purchase agreement, and written evidence of a commitment for financing or other evidence of ability to consummate promptly the transaction.

The written offer must:

(1) state that the bidder's offer is irrevocable until the earlier to occur of (x) the Closing, or (y) 45 days after the entry of the Court's order approving the applicable Purchase Agreement and authorizing the sale: and

(2) disclose the identity of each entity that will be bidding for a Sale Property.

The deposit will be in a cashier's or certified check, equal to 10% of the bid amount for each Sale Property on which a bidder submits a bid. For the sale of residential Sale Property, the deposit is 3% of the bid amount.

The Diocese's counsel will remit the deposits to Spokane County Title Company, as escrow agent. The Escrow Agent will hold the deposits of the first highest and best bidder and the second highest and best bidder at an auction until the earlier to occur of:

* the transaction closing; or

* 45 days after the Court's approval of the applicable Purchase Agreement and the Sale.

Qualified Bids

Unless waived by the Diocese, only the Initial Purchasers and Bidders that have submitted "Qualified Bids" will be eligible to participate in an Auction. To be qualified, all bids must:

(1) include each of the Required Bid Documents;

(2) be a good faith and bona fide offer to purchase one or more of the Sale Properties;

(3) not be contingent on obtaining financing or due diligence;

(4) be actually received by the applicable Bidding Deadline;

(5) if the Bid is for more than one Sale Property, allocate a portion of the purchase price to each Sale Property;

(6) demonstrate to the Diocese the bidder's ability to consummate promptly the purchase of the Sale Property; and

(7) must exceed the purchase price under the Initial Purchase Agreement.

Auctions

Only those Bidders who submitted Qualified Bids will be allowed to participate at an auction.

The successful bidder for each Sale Property being sold must supplement its deposit within one business day of the Auction so that, to the extent necessary, that deposit equals 10% of the highest and best bid accepted by the Diocese at that Auction.

In the event the Diocese receives only a single Qualified Bid for a particular Sale Property, that Sale Property may be, but need not be, subject to bidding at an auction. The Diocese may seek to sell the Sale Property without conducting an auction, if that qualified bid is otherwise acceptable to the Diocese, in consultation with counsel for the Tort Claimants Committee, Tort Litigants Committee and the Future Claims Representative.

The sale of a Property will take place within 15 days after the entry of the Court's order approving the sale transaction, or the Closing.

In case of a failure to consummate a Court-approved sale of some or all Sale Properties because of a breach or failure on the part of a Successful Bidder, a Backup Bidder will be deemed the Successful Bidder without further Court order.

A full-text copy of Spokane Diocese's Auction and Bidding Procedures and related forms are available for free at:

The Diocese has employed Keen Realty, LLC, as special real estate consultants, to assist it with the sale of the properties, Michael J. Paukert, Esq., at Paine, Hamblen, Coffin, Brooke & Miller, LLP, in Spokane, Washington, relates.

About Diocese of Spokane

The Roman Catholic Church of the Diocese of Spokane filed for chapter 11 protection (Bankr. E.D. Wash. Case No. 04-08822) on Dec. 6, 2004. Michael J. Paukert, Esq., at Paine, Hamblen, Coffin, Brooke & Miller, LLP, represents the Spokane Diocese in its restructuring efforts. When the Debtor filed for protection from its creditors, it listed $11,162,938 in total assets and $81,364,055 in total debts. (Catholic Church Bankruptcy News, Issue No. 64; Bankruptcy Creditors' Service, Inc., 215/945-7000)

CITADEL SECURITY: Releases Preliminary Second Quarter Results-------------------------------------------------------------Citadel Security Software Inc., reported preliminary revenue results for its second quarter ended June 30, 2006. The Company reported revenues of $3 million, compared to revenues of $2.7 million for the 2005 second quarter. During the second quarter of 2006, new sales orders added $1.3 million of ratable future revenue, increasing total deferred revenues to $5.3 million at June 30, 2006, versus $2.5 million at June 30, 2005. In addition, unfilled order backlog as of June 30, 2006, was $1 million.

Preliminary revenues for the six months ended June 30, 2006, was approximately $8.4 million, compared to approximately $4.4 million in revenue for the six months ended June 2005.

Hercules Security Purchases

During the second quarter, the Company received orders for Hercules, its flagship security solution, for software, content, support and services from both government and commercial sectors. The orders include purchases by the Department of Treasury, Fairfax County Virginia, State Street Bank, Verizon, DemandTec, First Horizon, among others. In addition, 20 Hercules(R) FlashBox appliances were shipped to two agencies within the Department of Defense. Hercules(R) FlashBox, which was first available for shipment in May 2006, is a plug-and-play appliance designed and developed to assist with the simplification of managing security content across widely distributed and disconnected networks.

"We continue to see progress from our previously announced sales strategy, as reflected by new customers wins," said Steven Solomon, the company's CEO. "Our strategy to focus on driving multiple smaller purchases from enterprise customers has allowed us to build incremental revenue from the successful deployments of Hercules over time rather than relying on any one large order to achieve our revenue goals. With the recent introduction of the Hercules appliance, we are now well positioned to offer solutions to both small and mid-sized businesses, while still offering an enterprise solution to our customers. In addition to new business, we continue to see reorders from many of our existing customers, reflecting the unique value proposition that Hercules providers. These orders for additional licenses, content and services from our installed customer base provides us with a solid revenue base from which to build. While we have been highly focused on growing sales, we continue to manage our expenses conservatively. The company expects to see operational cost and expense savings in the second quarter of 2006 from actions initiated during 2005."

The Company says it will announce second quarter results later this month.

About Citadel Security

Citadel Security Software Inc. (OTC Bulletin Board: CDSS) -- http://www.citadel.com/-- delivers security solutions that enable organizations to manage risk, reduce threats and enforce compliance with security policies and regulations. Citadel solutions are used across the US Department of Defense, at the US Department of Veterans Affairs, MCI, Raytheon and within other government and commercial organizations.

At March 31, 2006, the Company's balance sheet showed a $1,350,874 stockholders' deficit compared to a $864,892 stockholders' deficit at Dec. 31, 2005.

COGECO CABLE: Earns $12.4 Million in Quarter Ended May 31---------------------------------------------------------Cogeco Cable Inc. reported financial results for the third quarter of fiscal 2006, ended May 31, 2006.

Net income for the third quarter amounted to $12.4 million, compared to $8.2 million for the same period last year. For the first nine months of fiscal 2006, net income amounted to $31.6 million, compared to $17.7 million for the same period in fiscal 2005. Net income increases in these periods were attributable to the growth in operating income before amortization combined with a decline in fixed charges.

For the third quarter and first nine months of fiscal 2006, operating costs, excluding management fees payable to COGECO Inc., rose by $9.1 million or 11.5% and by $17.4 million or 7.3% respectively. Operating costs also include network fees. Network fees increased by 11.2% and 6.5% during the third quarter and first nine months respectively, compared to the same periodslast year. These increases are mainly the result of the introduction of digital telephony service, the Canadian Radio-television and Telecommunications Commission mandated APTN wholesale rate increase and RGU growth, partly offset by IP transport costs that have declined despite HSI customer growth. Other operating costs increased in order to serve additionalRGUs, including digital telephony.

Cogeco Cable reported strong increases in its revenue-generating units, adding more than 48,000 RGUs, compared to 6,400 for the same period last year, driving a revenue increase of 9.9%. Operating income before amortization has improved by 8.5% while net income jumped by 50% to stand at $12.4 million.

"Our operations continue to improve, exceeding most of our projections. Therefore, we have revised our 2006 guidelines, setting our revenue expectations to about $600 million, operating income before amortization to approximately $245 million and free cash flow should remain between $20 million and $25 million", said Mr. Louis Audet, President and Chief Executive Officer of Cogeco Cable.

As reported in the Troubled Company Reporter on June 8, 2006, Cogeco Cable entered into an agreement with Cable Satisfaction International Inc., Catalyst Fund Limited Partnership I and Cabovisao - Televisao por Cabo, S.A., to purchase, at a cost ofEUR464.9 million, all the shares of the second largest cable operator in Portugal, an indirect wholly-owned subsidiary of CSII.

The agreement and its execution by the monitor and interim receiver RSM Richter Inc. on behalf of CSII was approved by the Superior Court of Qu,bec on July 4, 2006, thus fulfilling one of the conditions precedent to the sale and purchase of theCabovisao shares. Cogeco Cable is pleased with Cabovisao's growth potential and expects to make attractive additions to the services already provided to its customers. "This acquisition is consistent with Cogeco Cable's strategy to pursue external growth opportunities and Cabovisao is well positioned in the high-growth cable telecommunications market in Portugal", stated Mr. Audet.

For fiscal 2007, Cogeco Cable expects continued increases in high-speed Internet, digital video and digital telephony services. Revenue from the Canadian operations should consequently improve by between 10% and 12%. An operating margin of approximately 40% should be achieved despite the launch of digital telephony in most of the Corporation's networks. Growth in revenue and sustained cost control should help achieve an increase in operating incomebefore amortization of approximately 9%.

"For the future, we are confident that the number of Canadian customers will continue to grow, thanks to our strong offering, which is in line with customer demand. As for Cabovisao, we are dedicated to the successful integration of our newest and promising asset to ensure the creation of value for Cogeco Cable's shareholders", concluded Mr. Audet.

Income Taxes

In the third quarter and first nine months of fiscal 2006, income taxes amounted to $8.2 million and $21.6 million respectively, compared to $4.7 million and $11.8 million for the same periods last year. The income tax increases were mainly attributable to the growth in operating income before amortization combined with a decline in fixed charges.

On May 2, 2006, the Federal government announced its intention to reduce the corporate income tax rate progressively from 21% to 19% effective in January 2010 and to eliminate the corporate surtax of 1.12% by Jan. 1, 2008. These measures were considered substantially enacted on June 6, 2006, and therefore will reduce future income taxes by approximately $18 million for the next quarter ending Aug. 31, 2006.

About Cogeco Cable

Headquartered in Montreal, Quebec, Cogeco Cable Inc. (TSX: CCA) -- http://www.cogeco.ca/-- is evolving into one of Canada's major telecommunications companies, by building on its cable distribution base with the offering of analog, digital television, high-speed Internet and digital telephony services.

Cogeco Cable provides about 1,464,000 revenue-generating units (basic, digital, Internet and telephony service customers) to approximately 1,462,000 households in its service territory. It is the second largest cable system operator in both Ontario and Quebec and the fourth largest in Canada. 72% of the Corporation's service units are located in the Province of Ontario and 28% are located in the Province of Quebec.

* * *

As reported in the Troubled Company Reporter on June 6, 2006, Standard & Poor's Ratings Services placed its ratings on CogecoCable Inc., including its long-term 'BB+' corporate credit rating,on CreditWatch with negative implications, following Cogeco'sannouncement that it has entered into an agreement to purchase thesecond-largest cable TV operator in Portugal, Cabovisao-Televisaopor Cabo S.A. The CreditWatch placement reflected an expected material weakening of the company's financial metrics resulting from the debt-financed acquisition.

As reported in the Troubled Company Reporter on June 6, 2006,Dominion Bond Rating Service placed the rating of Cogeco CableInc. "Under Review with Negative Implications", following thereport that the Company intends on purchasing the second-largest cable operator in Portugal, Cabovisao-Televisao por Cabo,S.A., for approximately EUR465 million, using 100% bank debtfinancing. The Company's Senior Secured Notes & Debentures are Under Review - Negative BB (high) and the Company's Second Secured Debentures, Series A are Under Review - Negative BB.

CONSUMERS ENERGY: Agrees to Sell Nuclear Power Station to Entergy-----------------------------------------------------------------Consumers Energy Company signed an Asset Sale Agreement with Entergy Nuclear Palisades, LLC, an indirect wholly owned subsidiary of Entergy Corporation.

Consumers agreed to sell its 798 megawatt Palisades Nuclear Power Station located in Covert Township, Michigan to Entergy. The purchase price is $380 million, representing $242 million for the plant itself, $83 million in nuclear fuel and $55 million in related assets. The sale also includes the Big Rock Point Independent Spent Fuel Storage Installation.

The Company also reported that Entergy will make employment offers to all 500 of the plant's current employees at their same salaries for 18 months and also committed to maintain the benefits programs for the employees for 36 months.

Consumers further entered into a Power Purchase Agreement with Entergy. The term of the PPA is 15 years and provides that Consumers will purchase 100% of the current capacity and energy of the Plant on a unit contingent basis. The PPA will become effective on the closing date of the sale of the Plant, targeted to close in the first quarter of 2007.

The Company also disclosed the other highlights of the sales agreement:

(a) Entergy will assume responsibility for eventual decommissioning of the plant. Consumers Energy will retain $200 million of the current $566 million Palisades decommissioning funds balance, with the later return of $116 million more.

(b) Consumers Energy will pay Entergy $30 million to accept responsibility for the spent fuel at the decommissioned Big Rock Point nuclear plant.

About Entergy Nuclear Palisades

Based in Jackson, Mississippi, Entergy Nuclear Palisades, LLC, (NYSE: ETR) -- http://www.entergy-nuclear.com-- is a nuclear power operator, delivering electricity to 2.7 million utility customers in Arkansas, Louisiana, Mississippi and Texas. Entergy has annual revenues of more than $10 billion and approximately 14,000 employees.

About Consumers Energy Company

Headquartered in Jackson, Michigan, Consumers Energy Company --http://www.consumersenergy.com/-- a wholly owned subsidiary of CMS Energy Corporation, is a combination electric and natural gas utility that serves more than 3.3 million customers in Michigan's Lower Peninsula.

* * *

As reported in the Troubled Company Reporter on April 4, 2006,Fitch assigned a rating of 'BB+' to Consumers Energy Company's$300 million 364-day revolving credit facility. Fitch said therating outlook is stable.

DANA CORP: Wants to Sell Hydraulic-Related Assets to Bosch Rexroth------------------------------------------------------------------Dana Corp. and its debtor-affiliates ask the U.S. Bankruptcy Court for the Southern District of New York to approve the sale of their assets associated with the development and commercialization of the technology known as Intelligent Hydraulic Drive to Bosch Rexroth Corporation for approximately $2,700,000.

The Debtors request is pursuant to the Court's order approving the Debtor's procedures to sell or transfer certain of their de minimis assets.

The Assets consist of:

(a) all of the Debtors' Intellectual Property related solely to the development and commercialization of the Intelligent Hydraulic Drive business, which includes their activities in the hybrid hydraulic propulsion technology development segment;

(b) all tangible materials in the possession of the Debtors or their subcontractors or suppliers related to the IP Assets;

(c) all rights, benefits and obligations contained in the contracts assumed, or to be assumed, by the Debtors and assigned to Bosch Rexroth;

(d) the assets identified on the Asset Purchase Agreement; and

(e) certain accounts receivable related to the IP Assets.

Six executory contracts and unexpired leases will be assigned to Bosch Rexroth at the Closing:

The Debtors' consolidated balance sheet at March 31, 2006, showed a $456,000,000 total shareholder' equity resulting from total assets of $7,788,000,000 and total liabilities of $7,332,000,000.

DANA CORP: Wants to Walk Away from 13 Contracts and Leases----------------------------------------------------------Dana Corp. and its debtor-affiliates seek authority from theU.S. Bankruptcy Court for the Southern District of New Yorkto reject 13 executory contracts and unexpired leases effective as of July 31, 2006:

The Debtors' consolidated balance sheet at March 31, 2006, showed a $456,000,000 total shareholder' equity resulting from total assets of $7,788,000,000 and total liabilities of $7,332,000,000.

DELPHI CORP: GM to Assume Certain Obligations in IUE-CWA Pact-------------------------------------------------------------General Motors Corp. agreed to assume and pay post-employment benefits obligations to Delphi Corp. employees who "check the box" for purposes of retirement, and to pay the amounts due under the IUE-CWA Special Attrition Program Agreement.

The U.S. Bankruptcy Court for the Southern District of New York allows GM to assert a prepetition general unsecured claim with respect to:

(a) the assumed OPEB obligations; and

(b) the assumed health care and life insurance obligations.

GM may not assert any other claim against the Debtors on account of its obligations or performance under the UAW Supplement, or the IUE-CWA Special Attrition Program Agreement.

The Court previously approved an agreement on the terms of an IUE-CWAGM-Delphi Special Attrition Program. The IUE-CWA Special Attrition Program largely mirrors the UAW Special Attrition Program taken together with the UAW Supplement.

The IUE-CWA package provides special retirement options for 3,290 members who can either take a $35,000 bonus for a normal or early retirement, take a 50 and 10 mutually satisfactory retirement, or elect to participate in a special program where workers with between 26 years and less than 30 years can grow into retirement.

The IUE-CWA made gains in the buyout offerings by creating a third tier for workers compared with an earlier attrition program available to both traditional and competitive rate workers. Workers with at least 10 years' seniority can take a $140,000 buyout payment to sever ties with the company. Workers with between 3 and 10 years' seniority are eligible for a $70,000 payment, while those with between 1 year and 3 years' seniority can receive $40,000.

The Debtors and United Steel Workers are continuing framework discussions regarding a similar special attrition program, which they anticipate should be completed and scheduled for hearing during July 2006.

DELPHI CORP: SEC Investigation on GM Spin-Off Continues -------------------------------------------------------Delphi Corporation is the subject of an ongoing investigation by the Securities and Exchange Commission and the U.S. Department of Justice involving Delphi's accounting for and the adequacy of disclosures for a number of transactions dating from Delphi's spin-off from General Motors.

In a regulatory filing with the SEC, Robert S. Miller, Jr., Delphi's CEO and chairman of the board of directors, says the company is fully cooperating with the government's investigations.

Delphi has entered into an agreement with the SEC to suspend the running of the applicable statute of limitations until April 6, 2006, and subsequently agreed to extend the suspension until August 31, 2006.

The government's investigations were not suspended as a result of Delphi's filing for Chapter 11.

Until these investigations are complete, Delphi is not able to predict the effect, if any, that these investigations will have on Delphi's business and financial condition, results of operations and cash flows, Mr. Miller relates.

Delphi also believes that the SEC's Enforcement Division has taken a more proactive role, what the SEC refers to as a "risk based" approach, by seeking information from issuers in an effort to assess issuers' accounting or disclosure practices before identifying specific wrong-doing. Delphi believes that the previously disclosed inquiry it received during the fourth quarter of 2004 regarding accounting practices related to defined benefit pension plans and other post-employment benefit plans is an example of this practice.

Delphi continues to cooperate fully with the SEC's informal inquiry in this matter, Mr. Miller adds.

Unless either party provides written notice of termination of theSection 1110 Period to the other received at least 10 days beforethe expiration of the extension, the Section 1110 Period will beextended automatically by an additional one-month period.

DORNIER AVIATION: 4th Cir. Says $146 Million Loan Was Equity ------------------------------------------------------------ The U.S. Court of Appeals for the Fourth Circuit upheld the recharacterization of Fairchild Dornier GMBH's claim against its subsidiary Dornier Aviation (North America) as equity rather than debt.

Fairchild filed a $146 million claim in Dornier Aviation's Chapter 11 case, for the spare parts sold to the Debtor before the Debtor's bankruptcy filing.

The U.S. Bankruptcy Court for the Eastern District of Virginiadetermined that, while some aspects of the transaction were consistent with a loan, the transaction on the whole was more consistent with capital contribution.

The Bankruptcy Court pointed to:

1. Fairchild's insider status;

2. the lack of a fixed maturity date for the loan;

3. the fact that the Debtor would not be required to pay until it became profitable;

4. the Debtor's long history of unprofitability; and

5. Fairchild's assumption of the Debtor's losses.

Fairchild appealed the decision to the U.S. District Court for the Eastern District of Virginia contending that the Bankruptcy Court:

a) lacked the power to recharacterize claims;

b) erred in applying the recharacterization doctrine to its claim; and

c) made a number of factual findings that were clearly erroneous.

The District Court affirmed the judgment. Fairchild appealed.

The Circuit Court held in a decision published at 2006 WL 1737620 that:

a) Sec. 502 of the Bankruptcy Code gives a bankruptcy court the power to recharacterize claims as equity rather than debt;

b) the Bankruptcy Court did not err in recharacterizing the Parent's claim;

c) the Bankruptcy Court did not err in finding that the Parent and the Debtor had a "special" relationship;

d) the Bankruptcy Court did not err in finding a de facto subordination agreement between the Parent and the Debtor; and

e) the Bankruptcy Court did not err in finding that the entire spare parts claim was an equity investment.

The Honorable Diana Gribbon Motz wrote the appellate court opinion, in which Chief Judge Wilkins and Judge King joined.

"Contributions to capital receive a lower priority than loansbecause 'the essential nature of a capital interest is a fund contributed to meet the obligations of business and which is to be repaid only after all other obligations have been satisfied,'"Judge Motz opined, referring to the Bankruptcy Code's priority scheme provision for the distribution of a debtor's assets.

Dornier Aviation (North America) is a U.S. subsidiary of German aircraft manufacturer Fairchild Dornier GMBH. Some of the Company's former employees filed an involuntary Chapter 7 bankruptcy petition on April 25, 2002 (Bankr. E.D.Va. Case No. 05-1930). The case was subsequently converted to a Chapter 11 reorganization. The Debtor failed to reorganize and a liquidation plan was proposed and confirmed in 2003.

ENERGAS RESOURCES: Files Two Amended Financial Statements---------------------------------------------------------Energas Resources, Inc., delivered its amended financial statements for the year ended Jan. 31, 2006, and first quarter results for the three months ended April 30, 2006, to the Securities and Exchange Commission on July 11, 2006.

2006 Full Year Results

The Company reported a $1,583,501 net loss on $1,197,252 of total revenues for the year ended Jan. 31, 2006, compared to a $1,164,175 net loss on $668,490 of total revenues for the same period in 2005.

At Jan. 31, 2006, the Company's balance sheet showed $7,542,998 in total assests, $2,179,421 in total liabilities, and $5,363,577 in total stockholders' equity.

The Company's Jan. 31 balance sheet showed strained liquidity with $1,063,387 in total current assets available to pay $1,714,728 in total current liabilities coming due within the next 12 months.

The Company reported a $281,532 net loss on $241,882 of total revenues for the first quarter ended April 30, 2006, compared to a $149,906 net loss on $257,881 of total revenues for the same period in 2005.

At April 30, 2006, the Company's balance sheet showed $7,159,682 in total assets, $1,941,324 in total liabilities, and $5,218,358 in total stockholders' equity.

At April 30, 2006, the Company had a negative working capital of $1,363,505.

Full-text copies of the Company's amended first quarter financial statements for the three months ended April 30, 2006, are available for free at http://ResearchArchives.com/t/s?db1

Based in Oklahoma City, Oklahoma, Energas Resources, Inc. -- http://www.energasresources.com/-- is involved in the exploration and development of oil and gas. The Company's activities are primarily dependent upon available financial resources to fund the costs of drilling and completing wells. The Company principally operates in the Arkoma Basin in Oklahoma, the Powder River Basin in Wyoming and the Appalachian Basin of Eastern Kentucky.

EPIXTAR CORP: Seek Laurus' Agreement on FTC Settlement Pact -----------------------------------------------------------Epixtar Corp. and its debtor-affiliates ask the U.S. Bankruptcy Court for the Southern District of Florida in Miami to approve a Proposed Stipulated Preliminary Injunction with the Federal Trade Commission.

Epixtar's affiliates, collectively known as the ISP Debtors, who are party to the stipulation include:

The Debtors further ask the Court to direct Laurus to acknowledge that the Proposed Stipulated PI is similar in form and substance to a version that the parties were operating under as of Dec. 1, 2005.

Laurus' acknowledgment of the stipulation will constitute its acknowledgment that it is bound as a successor or assignee of the Debtors' ISP business in accordance with the terms of the Court's December 2005 settlement order. The Debtors owed Laurus approximately $16,250,000, as of Sept. 21, 2005, on account of two prepetition loans. Under the December settlement, Laurus extended a $2.5 million debtor-in-possession financing, consented to the Debtors' use of cash collateral, and took over ownership of the Debtors' ISP related assets.

By entering into Proposed Stipulated PI, Epixtar and the ISP Debtors will resolve an action commenced by the Federal Trade Commission in 2003. With Laurus' acceptance of the Proposed Stipulated PI, Epixtar and the ISP Debtors will be free of any liability resulting from Laurus' possible actions or inaction in connection with the ISP business.

FTC Lawsuit

The Debtors engage in two primary lines of business: business process outsourcing concentrating on contact center activities and Internet service provider services. The Debtors are currently concentrating on their contact center business and has halted the marketing of the ISP business. The ISP Debtors are now only operating to serve their existing customer base.

The FTC commenced an action against Epixtar and the ISP Debtors in 2003 seeking permanent injunction and other relief pursuant to the Federal Trade Commission Act. This case is pending before the U.S. District Court for the Southern District of New York.

In November 2003, the District Court entered a stipulated preliminary injunction requiring the Debtors to continue to honor cancellations and refund requests from customers and to implement procedures and safeguards in connection with their ISP operations. The Debtors have since been operating under the preliminary injunction.

The Debtors and the FTC have negotiated a permanent injunction and final order to finally resolve the FTC action. The settlement is subject to the approval of the FTC's Bureau of Consumer Protection and must be ultimately approved by the Commissioners of the Federal Trade Commission. The Commissioners will not approve the settlement unless the Debtors execute the Proposed Stipulated PI.

Under their agreement, the FTC agreed to settle its lawsuit against the Debtors for a $33 million monetary judgment. The judgment will be deemed satisfied by compliance with consumer refund provisions embodied in the Proposed Stipulated PI.

However, the Monetary Judgment will become due and payable in the event that the Debtors fail to disclose any material asset, materially understate the value of any asset or make any material misrepresentation in or omission from the financial statements provided to the FTC.

The Debtors want Laurus' agreement to be bound by the terms of the Proposed Stipulated PI to ensure its performance in accordance with the terms of the stipulation. If Laurus, or any of its assignee, fails to perform in accordance with the Proposed Stipulated PI, the Debtors need assurance that they will not have any liability for the consequences of Laurus' actions.

The Court will convene a hearing at 10:00 a.m. on July 26, 2006, to consider the Debtors' request.

A full-text copy of the Stipulated Final Judgment and Order for Permanent Injunction is available for a fee at:

FALCONBRIDGE LTD: Inco & Phelps Dodge Increase Merger Offer-----------------------------------------------------------Phelps Dodge Corp., Inco Ltd. and Falconbridge Ltd. took action to improve the terms of their three-way combination. Phelps Dodge increased the cash portion of the consideration to be paid to the shareholders of Inco in the combination of Phelps Dodge and Inco by CDN$2.75 per Inco share. Inco increased the cash portion of its offer to purchase all outstanding common shares of Falconbridge by CDN$1.00 per Falconbridge share, and the Falconbridge board of directors has declared a special cash dividend of CDN$0.75 per Falconbridge common share.

Improved Terms of 3-Way Combination

Under the improved terms, Phelps Dodge will acquire all outstanding common shares of Inco for a combination of cash and common shares of Phelps Dodge having a value of CDN$80.70 per Inco share, based upon the closing price of Phelps Dodge stock and the closing U.S./Canadian dollar exchange rate on Friday, July 14, 2006. Shareholders of Inco will receive 0.672 shares of Phelps Dodge stock plus CDN$20.25 per share in cash for each share of Inco stock. This represents a premium of 7.8% to Inco's market price as of close of trading on July 14 and a premium of 23.7% to Inco's market price as of the close of trading on June 23, the last trading day before the announcement of the combination of Phelps Dodge, Inco and Falconbridge.

Under its enhanced bid for Falconbridge, Inco is now offering CDN$18.50 plus 0.55676 shares of Inco for each share of Falconbridge, assuming full proration of the consideration. With the completion of both transactions, Falconbridge shareholders would receive an implied total consideration on a "look-through" basis of CDN$63.43 per Falconbridge common share, consisting of:

(a) C$29.77 in cash; and

(b) 0.3741 of a Phelps Dodge Inco Corp. common share (based on the closing price of the Phelps Dodge common shares on the New York Stock Exchange and applicable U.S. Federal Reserve U.S.-Canadian dollar exchange rates on July 14, 2006).

Falconbridge Special Dividend

In order to further increase the value received by Falconbridge shareholders, the board of Falconbridge declared a special cash dividend of CDN$0.75 per Falconbridge share payable on Aug. 10, 2006, to common shareholders of record at the close of business on July 26, 2006. The Falconbridge board also unanimously determined that Inco's amended offer for the shares of Falconbridge is superior to the unsolicited offer by Xstrata and unanimously recommends that Falconbridge shareholders accept the Inco offer.

Reduction in Minimum Tender Condition

In addition, Inco reduced the minimum condition in its offer for Falconbridge from two thirds of the outstanding shares of Falconbridge to 50.01% of outstanding shares on a fully diluted basis. Phelps Dodge and Inco also amended their Combination Agreement so that the combination of Phelps Dodge and Inco may be consummated before the acquisition by Inco of 100% of Falconbridge. Inco's amended offer for Falconbridge will expire on July 27, 2006.

As part of the transaction, Phelps Dodge expects to repurchase up to US$5 billion of its shares in the 12 months after closing.

"We strongly believe the combination of Phelps Dodge, Inco and Falconbridge represents a unique value-creation opportunity for the shareholders of all three companies," J. Steven Whisler, chairman and chief executive officer of Phelps Dodge, said. "There's no question that the value of the enhanced Inco offer for Falconbridge is superior to the unsolicited offer by Xstrata. In addition to the value inherent in the offer, the Falconbridge shareholders will have the ability to participate in the upside resulting from the three-way combination through their ownership of almost 30% of the combined company, which includes a 30% share in the $900 million of expected annual synergies, which in total have a net present value of $5.8 billion."

"Today's actions demonstrate our shared commitment to create the leading North American-based mining company and a global powerhouse in copper and nickel," Scott Hand, chairman and chief executive officer of Inco, said. "That's great news for our shareholders, for our employees, for our communities and for Canada."

"We are pleased with the actions taken today by Phelps Dodge and Inco and by their affirmation of the value of Falconbridge," Derek Pannell, chief executive officer of Falconbridge, said. "The special dividend declared by our board today further enhances the expected return to our shareholders. We are confident our shareholders will see the value in the combination of these three companies to create Phelps Dodge Inco."

All required regulatory approvals for Inco's acquisition of Falconbridge have been received. Phelps Dodge's offer to acquire Inco is expected to close in September, subject to Phelps Dodge and Inco shareholder approval, regulatory approvals and customary closing conditions.

About Phelps Dodge

Phelps Dodge Corp. -- http://www.phelpsdodge.com/-- produces copper and molybdenum and is the largest producer of molybdenum-based chemicals and continuous-cast copper rod. The company andits two divisions, Phelps Dodge Mining Co. and Phelps DodgeIndustries, employ approximately 15,000 people worldwide.

About Inco

Headquartered in Sudbury, Ontario, Inco Limited (TSX, NYSE:N) --http://www.inco.com/-- is the world's #2 producer of nickel, which is used primarily for manufacturing stainless steel andbatteries. Inco also mines and processes copper, gold, cobalt,and platinum group metals. It makes nickel battery materialsand nickel foams, flakes, and powders for use in catalysts,electronics, and paints. Sulphuric acid and liquid sulphurdioxide are produced as byproducts. The company's primarymining and processing operations are in Canada, Indonesia, andthe U.K.

About Falconbridge

Headquartered in Toronto, Ontario, Falconbridge Limited(TSX:FAL.LV)(NYSE: FAL) -- http://www.falconbridge.com/-- is a leading copper and nickel company with investments in fullyintegrated zinc and aluminum assets. Its primary focus is theidentification and development of world-class copper and nickelorebodies. It employs 14,500 people at its operations andoffices in 18 countries. The Company owns nickel mines inCanada and the Dominican Republic and operates a refinery andsulfuric acid plant in Norway. It is also a major producer ofcopper (38% of sales) through its Kidd mine in Canada and itsstake in Chile's Collahuasi mine and Lomas Bayas mine. Itsother products include cobalt, platinum group metals, and zinc.

FERRO CORP: Sales Reach $505 Million for Quarter Ended March 31---------------------------------------------------------------Ferro Corporation reported $505 million sales for the quarter ended March 31, 2006. Sales were 9% higher than the prior-year quarter and up 10% from the fourth quarter of 2005.

Net income from continuing operations was $7.2 million compared with $600,000 in the first quarter of 2005.

The Company said the quarterly sales were driven by growth in Ferro's business segments, including Electronic Materials, Performance Coatings, Color and Glass Performance Materials, Polymer Additives and Specialty Plastics.

First quarter 2006 net income from continuing operations had a combined negative pre-tax effect of approximately $6.2 million.The Company also recognized a $2.7 million non-cash, pre-tax loss in the first quarter resulting from mark-to-market forward supply contracts, mainly for natural gas. In the first quarter of 2005, mark-to-market gain was $2.5 million from forward supply contracts.

The Company's first quarter 2006 gross margin percentage was 21.3%, up 120 basis points from the prior-year quarter. Selling, general and administrative expenses were 15.8% of sales for the quarter, including the $6.2 million combined negative pre-tax effect. SG&A, as a percent of sales, was 18.1 percent in the first quarter of 2005.

Its total debt on March 31, 2006 was $650 million, up $95 million from the end of 2005. The increase was the result of increased deposit requirements for precious metal consignment arrangements and for working capital to support increased sales.

The Company is moving forward with a plan to restructure the Inorganic Specialties business of its European operations, which includes the Performance Coatings and Color and Glass Performance Materials segments. It established an overall goal of $40 million to $50 million in annual operating cost savings by the end of 2009, with the full benefits realized in 2010.

Ferro's initial restructuring plan targets annual cost savings of approximately $10 million. Its restructuring plan will also require asset write-offs of approximately $11 million and severance costs totaling approximately $5 million.

The Company also entered into a non-binding letter of intent for the sale of its Specialty Plastics business in May 2006 and expects the sale to be completed by the end of the third quarter. This, it said, is part of its portfolio management activities to apply its resources to core markets with the greatest opportunity for operational synergies and financial success.

In addition, Ferro completed a new $700 million credit facility and had extended its $100 million asset securitization program. The new credit facility includes $250 million in revolving credit and $450 million in term loans.

The Company further disclosed that its 2005 quarterly results and results for the quarter ended March 31, 2006 have not been reviewed by its auditor.

Headquartered in Cleveland, Ohio, Ferro Corporation (NYSE:FOE) -- http://www.ferro.com/-- produces performance materials for manufacturers, including coatings and performance chemicals. The Company has operations in 20 countries and has approximately 6,800 employees globally.

* * *

As reported in the Troubled Company Reporter on March 22, 2006,Moody's Investors Service downgraded the senior unsecured ratingsof Ferro Corporation to B1 from Ba1 due to continuing delays inthe issuance of audited financial statements.

Moody's then withdrew Ferro's ratings following the downgrade,saying it could reassign ratings to Ferro's notes and bonds onceit has received audited financials for 2004 and 2005. Ferro has$355 million of senior unsecured notes and debentures outstanding,with maturities between 2009 and 2028.

The Foamex L.P. 401(K) Savings Plan is a defined contribution plan available to eligible employees of Foamex L.P. The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974. The Savings Plan provides for various investment options in mutual funds, which invest in any combination of stocks, bonds securities, other mutual funds, and other investment securities.

During 2005, Foamex, the Plan sponsor, determined that due to the volatility of the price of Foamex International stock, the Foamex Stock Fund was no longer an appropriate investment for the Plan.

As a result of the Debtors' Chapter 11 filings, Foamex announced to participants on Jan. 27, 2006, that the remaining shares of the Foamex Stock Fund would be liquidated and transferred to the Fidelity Retirement Money Market Portfolio on or about Feb. 24, 2006.

According to Gregory J. Christian, Foamex International's chief administrative officer, due to delays in the bankruptcy process, the liquidation was deferred. Participants still are able to make exchanges out the Foamex Stock Fund.

Because the Foamex Stock Fund is a unitized stock fund whose value depends on the performance of Foamex stock, the overall stock market, and the amount of short-term investments in the fund, the Plan Sponsor directed Fidelity Management Trust Company, the Plan's trustee, to maintain a target cash balance of 50%, subject to a minimum balance of 40% and a maximum of 60%, Mr. Christian relates.

Foamex L.P. 401(k) Savings Plan Statement of Net Assets Available For Benefits For the Year Ended December 31, 2005

FOAMEX INTERNATIONAL: Taps Rainey Kizer as Real Estate Counsel--------------------------------------------------------------Foamex International Inc. and its debtor-affiliates inform the U.S. Bankruptcy Court for the District of Delaware that they have tapped Rainey, Kizer, Reviere & Bell, PLC, as their real state counsel, pursuant to the Court-approved procedures for hiring ordinary course professionals.

RKRB will represent the Debtors in real estate matters associated with a property located in Milan, Gibson County, Tennessee in order to obtain the property title through leasehold rights and then sell the property to a third-party buyer.

The Debtors will pay RKRB on an hourly basis based on the customary rates of its professionals:

The Debtors will also reimburse the firm for necessary expenses and other charges.

William C. Bell, Jr., Esq., a member of RKRB, discloses that his firm has provided prepetition professional services to the Debtors. He tells the Court that the Debtors do not owe his firm any payment as of the Debtors' bankruptcy filing.

Mr. Bell assures the Court that his firm has no connection with the Debtors, their creditors or stockholders, or any party-in-interest nor does it hold or represent any interest adverse to the Debtors or their estates.

RKRB may, from time to time, represent various other parties who are creditors of the Debtors in matters wholly unrelated to the scope of the firm's representation of the Debtors, Mr. Bell notes.

RKRB assures the Court that it does not and will not represent any of the Debtors' creditors in the resolution of any dispute between the Debtors and their creditors regarding the merits of any claim.

GARDEN STATE: Has Until Sept. 5 to Remove State Court Litigation----------------------------------------------------------------Garden State MRI Corporation and Ralph G. Dauito, IV -- Garden State's owner and chief executive officer -- jointly obtained an extension from the Honorable Gloria M. Burns of the U.S. Bankruptcy Court for the District of New Jersey in Camden until Sept. 5, 2006, the period by which they will remove actions pursuant to Section 1452 of the Judiciary and Judicial Procedure and Sections 9006 and 9027 of the Federal Rules of Bankruptcy Procedures.

Before filing for bankruptcy, Debtors were involved in litigation against Dr. Golestaneh and his related entities, in the Superior Court of New Jersey, Chancery Division for Cumberland County, Docket No. C-13-05.

The Bankruptcy Court confirmed the plan jointly filed by the Debtor and Mr. Dauito on March 22, 2006.

The Plan provides that the Debtors would exchange mutual releases with the Golestaneh Entities upon receiving releases from certain secured creditors.

The Debtors' settlement with the Golestaneh Entities as a result of Debtors' settlements with secured creditors would result in a resolution of the State Court Litigation.

The Debtors have not had ample time to determine whether to remove the State Court Litigation. The Debtors believe that an extension of the removal deadline will protect the Estates' rights to remove the State Court Litigation and any additional actions discovered through an investigation and review of asserted claims against them.

Headquartered in Vineland, New Jersey, Garden State MRICorporation, dba Eastlantic Diagnostic Institute --http://www.eastlanticdiagnostic.com/-- operates an out-patient imaging and radiology facility. The Company filed for chapter 11protection on June 9, 2005 (Bankr. D. N.J. Case No. 05-29214).Arthur Abramowitz, Esq. and Jerrold N. Poslusny, Jr., Esq., atCozen O'Connor, represent the Debtor in its restructuring efforts. No Official Committee of Unsecured Creditors has been appointed in this case. When the Debtor filed for protection from its creditors, it listed estimated assets of less than $50,000 and estimated debts between $10 million to $50 million. The Bankruptcy Court confirmed a plan of reorganization jointly filed by the Debtor and Ralph G. Dauito, IV -- Garden State's owner and chief executive officer.

GENEVA STEEL: Ch. 11 Trustee Sells Emission Credits for $2.5 Mil.-----------------------------------------------------------------James T. Markus, the Chapter 11 Trustee appointed in Geneva Steel LLC's bankruptcy case, will sell the Debtor's Emission Reduction Credits to Nautilus Holding Company for $2.5 million. The Honorable Glen E. Clark of the U.S. Bankruptcy Court for the District of Utah, Central Division, approved the sale, free and clear of liens, on June 29, 2006.

The Debtor's Emmission Reduction Credits are intangible personal property extant in Utah County, Utah, and banked with the State of Utah, Division of Air Quality under UAC R307-403-8, and listed on the Registry of Emission Offset Credits for Utah County maintained by the Utah Division of Air Quality.

The acquired assets also include an assignment of the rights of the estate with respect to the enforcement of the emission reduction credits previously sold to Anderson Geneva, LLC.

HANDMAKER JEWISH: Defends Exclusivity; Faults Delay on Wells Fargo------------------------------------------------------------------Handmaker Jewish Services for the Aging objects to Wells Fargo Bank, National Association's move to have Handmaker Jewish's exclusive period to file a plan of reorganization and to solicit acceptances for that plan terminated.

Wells Fargo is the trustee under the Debtor's October 1, 2000, bond indenture.

Michael McGrath, Esq., at Mesch, Clark & Rothschild, P.C., tells the U.S. Bankruptcy Court for the District of Arizona that since the Debtor filed for bankruptcy, it has moved its chapter 11 cases as quickly as possible. On Oct. 4, 2005, the Debtor asked the Court determine the value of the Debtor's real property, recognizing that an essential ingredient of its reorganization plan would be the value of its real property. A pre-trial conference was scheduled for Oct. 27, 2005, with the hearing to be held during the first week of December 2005.

Mr. McGrath argues that delays in achieving plan confirmation have been precipitated by the Bond Trustee. The Bond Trustee waited until October 26, 2005, to file a response to Debtor's motion for determination of value, one day before the previously scheduled pre-trial conference. At the pre-trial conference held on the valuation issue, the Bond Trustee sought a continuance of the previously agreed to December date for the valuation hearing. Over the Debtor's objection, the Court set the hearing for Jan. 9, 2006.

During the October 27 pre-trial conference, the Bond Trustee's counsel said that their appraisal would not be completed until Nov. 11, 2005. The Bond Trustee's counsel believes all needed information will be gathered by the end of November so hearing will have to be in late December 2005 or early January 2006.

On Nov. 18, 2005, the Court issued its evidentiary hearing order regarding the January 9, 2006 hearing. On Dec. 16, 2005, the Bond Trustee sought to have the valuation hearing set for Jan. 6, 2006, which the Debtor opposed. At an expedited hearing held on Dec. 20, 2005 and again over the Debtor's objection, the Court continued the hearing on valuation to Feb. 1, 2006. The Court indicated that this was a firm date and the Court would not agree to put off a valuation hearing until April or May 2006, as the Bond Trustee sought.

On Jan. 27, 2006, the Debtor filed its Plan of Reorganization, Disclosure Statement, and asked the Court to extend its exclusive periods. The Bond Trustee found more reasons to delay the valuation hearing.

Mr. McGrath contended that delays in getting to plan confirmation were not as a result of any deficiency on the Debtor's part, but rather as a result of the Bond Trustee's inability to obtain its appraisal report in a timely manner. Valuation was continued from February to April to allow settlement discussions and that the time taken for those discussions would have no impact on theDebtor's exclusivity period as that time frame was purely for settlement purposes. The modest delays in the process have been occasioned by the Bond Trustee initially, by settlement discussions in the spring and in May due to Debtor's counsel being in trial out-of-town for a six-week period.

HERTZ CORP: Parent Plans Initial Public Offering of Common Stock----------------------------------------------------------------Hertz Global Holdings, Inc., the indirect parent corporation of The Hertz Corporation, filed a Registration Statement on Form S-1 with the Securities and Exchange Commission in connection with the initial public offering of its common stock. The securities to be offered in the proposed IPO will include shares to be issued and sold by Hertz Global Holdings as well as shares to be sold by certain current stockholders of Hertz Global Holdings.

Hertz Global Holdings intends to use the net proceeds to it from the offering to repay borrowings outstanding under its $1 billion loan facility entered into on June 30, 2006, with the remainder of the proceeds, if any, to be used for general corporate purposes (which may include the repayment of borrowings outstanding under The Hertz Corporation's senior credit facilities).

Goldman, Sachs & Co., Lehman Brothers Inc. and Merrill Lynch & Co. are the joint global coordinators and bookrunners for the offering. Deutsche Bank Securities and JPMorgan are joint bookrunners. Hertz Global Holdings and the selling stockholders will also grant the underwriters an option to purchase additional shares at the initial public offering price. The offering of common stock will be made only by means of a prospectus. When available, a copy of the preliminary prospectus relating to this offering may be obtained from:

Headquartered in Park Ridge, New Jersey, The Hertz Corporation -- http://www.hertz.com/-- is a vehicle renting company that offers a wide variety of current-model cars on a short-term rental basis -- daily, weekly or monthly -- at airports, in downtown and suburban business centers, and in residential areas and resort locales.

* * *

As reported in the Troubled Company Reporter on July 12, 2006,Standard & Poor's Ratings Services held its ratings on HertzCorp., including the 'BB-' corporate credit rating, on CreditWatchwith negative implications, where they were placed on June 26,2006.

INCO LTD: Increase Falconbridge Merger Offer By CDN$1 Per Share---------------------------------------------------------------Phelps Dodge Corp., Inco Ltd. and Falconbridge Ltd. took action to improve the terms of their three-way combination. Phelps Dodge increased the cash portion of the consideration to be paid to the shareholders of Inco in the combination of Phelps Dodge and Inco by CDN$2.75 per Inco share. Inco increased the cash portion of its offer to purchase all outstanding common shares of Falconbridge by CDN$1.00 per Falconbridge share, and the Falconbridge board of directors has declared a special cash dividend of CDN$0.75 per Falconbridge common share.

Improved Terms of 3-Way Combination

Under the improved terms, Phelps Dodge will acquire all outstanding common shares of Inco for a combination of cash and common shares of Phelps Dodge having a value of CDN$80.70 per Inco share, based upon the closing price of Phelps Dodge stock and the closing U.S./Canadian dollar exchange rate on Friday, July 14, 2006. Shareholders of Inco will receive 0.672 shares of Phelps Dodge stock plus CDN$20.25 per share in cash for each share of Inco stock. This represents a premium of 7.8% to Inco's market price as of close of trading on July 14 and a premium of 23.7% to Inco's market price as of the close of trading on June 23, the last trading day before the announcement of the combination of Phelps Dodge, Inco and Falconbridge.

Under its enhanced bid for Falconbridge, Inco is now offering CDN$18.50 plus 0.55676 shares of Inco for each share of Falconbridge, assuming full proration of the consideration. With the completion of both transactions, Falconbridge shareholders would receive an implied total consideration on a "look-through" basis of CDN$63.43 per Falconbridge common share, consisting of:

(a) C$29.77 in cash; and

(b) 0.3741 of a Phelps Dodge Inco Corp. common share (based on the closing price of the Phelps Dodge common shares on the New York Stock Exchange and applicable U.S. Federal Reserve U.S.-Canadian dollar exchange rates on July 14, 2006).

Falconbridge Special Dividend

In order to further increase the value received by Falconbridge shareholders, the board of Falconbridge declared a special cash dividend of CDN$0.75 per Falconbridge share payable on Aug. 10, 2006, to common shareholders of record at the close of business on July 26, 2006. The Falconbridge board also unanimously determined that Inco's amended offer for the shares of Falconbridge is superior to the unsolicited offer by Xstrata and unanimously recommends that Falconbridge shareholders accept the Inco offer.

Reduction in Minimum Tender Condition

In addition, Inco reduced the minimum condition in its offer for Falconbridge from two thirds of the outstanding shares of Falconbridge to 50.01% of outstanding shares on a fully diluted basis. Phelps Dodge and Inco also amended their Combination Agreement so that the combination of Phelps Dodge and Inco may be consummated before the acquisition by Inco of 100% of Falconbridge. Inco's amended offer for Falconbridge will expire on July 27, 2006.

As part of the transaction, Phelps Dodge expects to repurchase up to US$5 billion of its shares in the 12 months after closing.

"We strongly believe the combination of Phelps Dodge, Inco and Falconbridge represents a unique value-creation opportunity for the shareholders of all three companies," J. Steven Whisler, chairman and chief executive officer of Phelps Dodge, said. "There's no question that the value of the enhanced Inco offer for Falconbridge is superior to the unsolicited offer by Xstrata. In addition to the value inherent in the offer, the Falconbridge shareholders will have the ability to participate in the upside resulting from the three-way combination through their ownership of almost 30% of the combined company, which includes a 30% share in the $900 million of expected annual synergies, which in total have a net present value of $5.8 billion."

"Today's actions demonstrate our shared commitment to create the leading North American-based mining company and a global powerhouse in copper and nickel," Scott Hand, chairman and chief executive officer of Inco, said. "That's great news for our shareholders, for our employees, for our communities and for Canada."

"We are pleased with the actions taken today by Phelps Dodge and Inco and by their affirmation of the value of Falconbridge," Derek Pannell, chief executive officer of Falconbridge, said. "The special dividend declared by our board today further enhances the expected return to our shareholders. We are confident our shareholders will see the value in the combination of these three companies to create Phelps Dodge Inco."

All required regulatory approvals for Inco's acquisition of Falconbridge have been received. Phelps Dodge's offer to acquire Inco is expected to close in September, subject to Phelps Dodge and Inco shareholder approval, regulatory approvals and customary closing conditions.

About Phelps Dodge

Phelps Dodge Corp. -- http://www.phelpsdodge.com/-- produces copper and molybdenum and is the largest producer of molybdenum-based chemicals and continuous-cast copper rod. The company andits two divisions, Phelps Dodge Mining Co. and Phelps DodgeIndustries, employ approximately 15,000 people worldwide.

About Falconbridge

Headquartered in Toronto, Ontario, Falconbridge Limited(TSX:FAL.LV)(NYSE: FAL) -- http://www.falconbridge.com/-- is a leading copper and nickel company with investments in fullyintegrated zinc and aluminum assets. Its primary focus is theidentification and development of world-class copper and nickelorebodies. It employs 14,500 people at its operations andoffices in 18 countries. The Company owns nickel mines inCanada and the Dominican Republic and operates a refinery andsulfuric acid plant in Norway. It is also a major producer ofcopper (38% of sales) through its Kidd mine in Canada and itsstake in Chile's Collahuasi mine and Lomas Bayas mine. Itsother products include cobalt, platinum group metals, and zinc.

About Inco

Headquartered in Sudbury, Ontario, Inco Limited (TSX, NYSE:N) --http://www.inco.com/-- is the world's #2 producer of nickel, which is used primarily for manufacturing stainless steel andbatteries. Inco also mines and processes copper, gold, cobalt,and platinum group metals. It makes nickel battery materialsand nickel foams, flakes, and powders for use in catalysts,electronics, and paints. Sulphuric acid and liquid sulphurdioxide are produced as byproducts. The company's primarymining and processing operations are in Canada, Indonesia, andthe U.K.

INTERVISUAL BOOKS: Educational Dev't to Provide DIP Financing-------------------------------------------------------------Educational Development Corporation entered into an agreement to provide debtor-in-possession financing and to participate in a Plan of Reorganization with Intervisual Books, Inc. Intervisual is currently operating as a debtor-in-possession in a Chapter 11 bankruptcy case voluntarily filed on May 8, 2006. Upon approval by the United States Bankruptcy Court for the Central District of California, EDC will provide Intervisual with interim financing intended to facilitate the acquisition by EDC of substantially all of the assets of Intervisual, which would then become an operating division of EDC.

There is no assurance this transaction will be finalized, as it is subject to approval from the Court.

About Educational Development Corp.

Based in Tulsa, Oklahoma, Educational Development Corporation (Nasdaq: EDUC) -- http://www.edcpub.com/-- a Delaware corporation, is a U.S. distributor of a line of children's books produced in the United Kingdom by Usborne Publishing Limited.

About Intervisual Books

Headquartered in Inglewood, California, Intervisual Books Inc. -- http://intervisualbooks.com/-- aka Piggy Toes Press is an international publisher and packager of pop-up books, novelty and educational children's books, and playsets. The Company filed for chapter 11 protection on May 9, 2006 (Bankr. C.D. Calif. Case No. 06-11853). Ron Bender, Esq., at Levene, Neale, Bender, Rankin & Brill LLP, in Los Angeles, represents the Debtor. When the Debtor filed for protection from its creditors, it estimated assets and debts between $1 million and $10 million.

ITEN CHEVROLET: Court Approves Buckley & Jensen as Bankr. Counsel-----------------------------------------------------------------Iten Chevrolet Company, Inc., obtained authority from the United States Bankruptcy Court for the District of Minnesota to employ Buckley & Jensen as its bankruptcy counsel.

Buckley & Jensen is expected to:

a) give the Debtor legal advice with respect to its powers and duties as debtor-in-possession and the continued operation of its business and management of its property;

b) represent the Debtor, as debtor-in-possession, in connection with the use of its cash collateral covered by various security interests and any new lendings required in the ordinary course of business;

c) prepare, on behalf of the Debtor, necessary applications, answers, orders, reports and other legal papers necessary in the proceeding;

d) formulate a Plan, Disclosure Statement, and other matters necessary for the Debtor to continue in business.

The Debtor discloses that Mary Jo A. Jensen-Carter, Esq., a member at Buckley & Jensen, will be lead counsel for this engagement and will be paid $250 per hour.

Ms. Jensen-Carter assures the Court that her firm is disinterested as the term is defined in Section 101(14) of the Bankruptcy Code and does not hold or represent any interest adverse to the Debtor's estate.

About Iten Chevrolet

Based in Brooklyn Center, Minnesota, Iten Chevrolet Company, Inc. -- http://www.gmbuypower.com/-- operates a General Motors Corporation automobile dealerships in Minnesota. The Company filed for chapter 11 protection on June 28, 2006 (Bankr. D. Minn. Case No. 06-41259). Mary Jo A. Jensen-Carter, Esq., at Buckley and Jensen, represents the Debtor. When the Debtor filed for protection from its creditors, it listed assets of $16,083,417 and debts of $17,703,249.

ITEN CHEVROLET: Court Approves Carson Clelland as Special Counsel-----------------------------------------------------------------Iten Chevrolet Company, Inc., obtained permission from the U.S. Bankruptcy Court for the District of Minnesota to employ Carson, Clelland & Schreder as its special counsel.

Carson Clelland is expected to represent the Debtor in negotiation of a sale of its assets and assist the Debtor in dealing with contractual issues related to its normal business operations and special contractual matters related to the Chapter 11 case.

The Debtor discloses that William Clelland, Esq., a member at Carson Clelland, will be the lead counsel for this engagement and bills $225 per hour.

Mr. Clelland assures the Court that his firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code and does not hold or represent any interest adverse to the Debtor's estates.

About Iten Chevrolet

Based in Brooklyn Center, Minnesota, Iten Chevrolet Company, Inc. -- http://www.gmbuypower.com/-- operates a General Motors Corporation automobile dealerships in Minnesota. The Company filed for chapter 11 protection on June 28, 2006 (Bankr. D. Minn. Case No. 06-41259). Mary Jo A. Jensen-Carter, Esq., at Buckley and Jensen, represents the Debtor. When the Debtor filed for protection from its creditors, it listed assets of $16,083,417 and debts of $17,703,249.

The Debtors have determined that the proposed disposition would not adversely impact Kaiser Aluminum's tax attributes.

Accordingly, the Debtors and MAXXAM have reached an agreement to modify their July 23, 2002 stipulation and agreed order to permit MAXXAM's proposed disposition.

At the parties' behest, the U.S. Bankruptcy Court for the District of Delaware authorizes MAXXAM to sell up to 3,500,000 shares of its KAC stock.

Judge Fitzgerald clarifies that other than the proposed sale,MAXXAM will continue to be prohibited from disposing of any of its remaining KAC stock prior to a hearing pursuant to its agreement with KAC.

Headquartered in Foothill Ranch, California, Kaiser AluminumCorporation -- http://www.kaiseraluminum.com/-- is a leading producer of fabricated aluminum products for aerospace and high-strength, general engineering, automotive, and custom industrial applications. The Company filed for chapter 11 protection on Feb. 12, 2002 (Bankr. Del. Case No. 02-10429), and has sold off a number of its commodity businesses during course of its cases. Corinne Ball, Esq., at Jones Day, represents the Debtors in their restructuring efforts. Lazard Freres & Co. serves as the Debtors' financial advisor. Lisa G. Beckerman, Esq., H. Rey Stroube, III, Esq., and Henry J. Kaim, Esq., at Akin, Gump, Strauss, Hauer & Feld, LLP, and William P. Bowden, Esq., at Ashby & Geddes represent the Debtors' Official Committee of Unsecured Creditors. The Debtors' Chapter 11 Plan became effective on July 6, 2006. On June 30, 2004, the Debtors listed $1.619 billion in assets and $3.396 billion in debts. (Kaiser Bankruptcy News, Issue No. 100; Bankruptcy Creditors' Service, Inc., 609/392-0900)

KAISER ALUMINUM: Wants Orricks Herrington's Payment Request Denied------------------------------------------------------------------Kaiser Aluminum Corporation and its debtor-affiliates ask the U.S. Bankruptcy Court for the District of Delaware to deny the payment request of Orrick, Herrington & Sutcliffe LLP for fees and expenses related to the Net Operating Losses Motion and Protocol.

Orrick Herrington on behalf of the Official Committee of Retired Salaried Employees and Voluntary Employees' Beneficiary Association Trust for Salaried Retirees, reached an agreement with the Debtors regarding the latter's NOL Motion.

The agreed resolution was in the form of a Protocol for Pre-Effective Date Sales, which permits the Salaried VEBA Trust to sell a portion of its interest under the Debtors' Reorganization Plan, Kimberly D. Newmarch, Esq., at Richards, Layton & Finger, in Wilmington, Delaware relates.

For work purportedly done on behalf of the Retiree's Committee, Orrick requested interim payment of $27,548 in fees and $1,052 in expenses for March 2006 and $38,661 in fees and $500 in expenses for the next month.

In the March Statement, $24,318 of the fees and at least $1,044 of the expenses relate to work done in connection with the NOL Motion and the Protocol. About $36,087 in fees and at least $334 in expenses related to the same work were included in the April 2006 Statement.

The Debtors, however, contend that Orrick's NOL Motion and Protocol-related fees and expenses should be borne by the Salaried VEBA Trust.

Ms. Newmarch explains that the issues raised in the NOL Motion and resolved by the Protocol affect only the Salaried VEBA Trust and not the Retiree's Committee. She asserts that Orrick's allocation of the fees at issue appears to be a misguided attempt to sidestep the cap on the Salaried VEBA Trust's administrative costs.

The Debtors insist that they will only reimburse administrative costs only to the extent provided in the Amended Retiree Medical Agreement.

Retirees Committee Objects

Frederick D. Holden, Jr., Esq., at Orrick, Herrington & SutcliffeLLP, in San Francisco, California, asserts that the fees and expenses contested by the Debtors were reasonably incurred by the Official Committee of Retired Salaried Employees to preserve the rights of the salaried retirees.

Mr. Holden notes that the Retirees Committee has been directed to serve as the authorized representative of the salaried retirees in the Debtors' Chapter 11 cases, until the Plan becomes effective.

All reasonable legal fees incurred by the Retirees Committee in performing its duties through the effective date of the Planshould be paid by the bankruptcy estate, Mr. Holden asserts.

The NOL Motion sought the Court's restriction of rights granted under the Reorganizing Debtors' settlement agreement with the Retirees Committee. The Retirees Committee was therefore a proper objecting party, Mr. Holden asserts. He adds that Section 1114 of the Bankruptcy Code make it the duty of the Retirees Committee to oppose motions that would adversely impact retiree benefits.

Accordingly, Orrick's NOL Motion-related fees and expenses should not be borne by the Salaried VEBA Trust, Mr. Holden asserts.

Mr. Holden assures the Court that all of Orrick's fees incurred in connection with the modification of the Protocol have been billed exclusively to the Salaried Retirees VEBA, since the group requested the revisions.

The Reorganizing Debtors caused the subject expense, which should not be borne by the salaried retirees, Mr. Holden maintains.

Mr. Holden notes that, in settlement negotiations with theRetirees Committee in early 2004, the Debtors never requested any restriction on sales of rights before the effective date of thePlan. When the Debtors became aware of their desire for a restriction, they directed the NOL Motion to the rights of the salaried retirees, without raising the issue with the RetireeCommittee.

No one knows what might have been accomplished if negotiations had preceded the filing of the NOL Motion, but the salaried retirees should not have to pay for that tactical decision by the Debtors, Mr. Holden says.

The Retirees Committee asks the Court to overrule the Debtors' objection.

Headquartered in Foothill Ranch, California, Kaiser AluminumCorporation -- http://www.kaiseraluminum.com/-- is a leading producer of fabricated aluminum products for aerospace and high-strength, general engineering, automotive, and custom industrial applications. The Company filed for chapter 11 protection on Feb. 12, 2002 (Bankr. Del. Case No. 02-10429), and has sold off a number of its commodity businesses during course of its cases. Corinne Ball, Esq., at Jones Day, represents the Debtors in their restructuring efforts. Lazard Freres & Co. serves as the Debtors' financial advisor. Lisa G. Beckerman, Esq., H. Rey Stroube, III, Esq., and Henry J. Kaim, Esq., at Akin, Gump, Strauss, Hauer & Feld, LLP, and William P. Bowden, Esq., at Ashby & Geddes represent the Debtors' Official Committee of Unsecured Creditors. The Debtors' Chapter 11 Plan became effective on July 6, 2006. On June 30, 2004, the Debtors listed $1.619 billion in assets and $3.396 billion in debts. (Kaiser Bankruptcy News, Issue No. 100; Bankruptcy Creditors' Service, Inc., 609/392-0900)

KEITH EICKERT: Escada Apparel Purchases Were Fraudulent Conveyance------------------------------------------------------------------The Honorable Jerry A. Funk of the U.S. Bankruptcy Court for the Middle District of Florida ruled that apparel purchases from Escada (USA), Inc., by Keith Eickert Power Products, LLC's owner didn't benefit the estate, the transaction by the Debtor's principal was a fraudulent conveyance, and the post-confirmation estate may recover the transfer.

That $2,800 transfer was made by Juliana Sullivan, the Debtor's owner or part-owner, to pay for women's designer fashion using the Company's debit card. Ms. Sullivan bought the merchandise on Nov. 20, 2002, at Escada's store in Bal Harbor, Florida.

Judge Funk determined that Keith Eickert met its burden of proving that the transfer was constructively fraudulent under Section 548 of the Bankruptcy Code by demonstrating that:

(1) there was transfer of an interest in the debtor's property;

(2) the transfer occurred within one year prior to the petition date;

(3) the Debtor received less than reasonably equivalent value in exchange for the transfer; and

(4) the Debtor was insolvent on the date of the transfer.

To expedite the court's resolution of the Debtor's fraudulent conveyance complaint, Keith Eickert and Escada stipulated to three key facts:

(a) the Company had a property interest in its own bank account funds;

(b) the Escada Purchase was within one year prior to the Debtor's bankruptcy filing on May 21, 2003; and

(c) as of November 2002, the Company's liabilities exceeded its assets by around $1.8 million.

The disputed issue was whether Keith Eickert received less than reasonably equivalent value in exchange for transfer.

In a decision published at 2006 WL 1724376, the Court opined that the clothes Ms. Sullivan purchased didn't benefit the marine engine manufacturer. The Court agrees with the Debtor that the exchange did not provide the Company with a reasonably equivalent value in exchange for its funds. Judge Funk rejected Escada's "inventive argument" that the Company received reasonably equivalent value because Ms. Sullivan's haute couture purchases bearing the Escada name should be valued based on the market price of the merchandise determined objectively by the fashion-savvy buyer. Escada's high-fashion clothing and accessories are intrinsically useless to a marine specialty company, Judge Funk says.

Judge Funk further ruled that the constructively fraudulent transfer is recoverable from Escada under Section 550 of the Bankruptcy Code, and Keith Eickert proved that Escada was the initial transferee of the funds.

Using the Eleventh Circuit's test taught in Andreini & Co. v. Pony Express Delivery Services, Judge Funk determined that Ms. Sullivan's use of Company funds to purchase merchandise from Escada because of her special position as owner or part-owner of the Company did not confer on her initial transferee status. Ms. Sullivan was a mere conduit in transferring funds from the Company in exchange for the merchandise from Escada.

The Debtor has a separate adversary proceeding seeking recovery of more than $1 million pending against Ms. Sullivan based on other allegations that she dipped into company property for her own personal use anmd disregarded the distinction between Company property and her personal property.

Keith Eickert Power Products, LLC, a Delaware limited liability company, manufacturers and sells marine engines and products. The Company filed for chapter 11 protection on May 21, 2003 (Bankr. M.D. Fla. Case No. 03-05234-3F1). Robert D. Wilcox, Esq., at the Wilcox Law Firm in Jacksonville, Florida, represents the Debtor.

LIONEL LLC: Wants Open-Ended Extension of Exclusive Periods-----------------------------------------------------------Lionel L.L.C. and Liontech Company ask the Honorable Burton R. Lifland of the U.S. Bankruptcy Court for the Southern District of New York in Manhattan to extend their exclusive period to file a plan of reorganization from July 31, 2006, through and including the date that is 120 days after the date on which the Sixth Circuit decision with respect to Lionel's Appeal on the United States District Court for the Eastern District of Michigan's decision on the Mike's Train House, Inc., litigation, is entered on the docket.

The Debtors also want to extend their exclusive period to solicitacceptances of that plan from Sept. 30, 2006, through andincluding the date that is 180 days after the date on which the Sixth Circuit decision in respect of the Appeal is entered on the docket.

Mike's Train Litigation

One of Lionel's main competitors is Mike's Train House, Inc. In 2000, MTH sued Lionel in the United States District Court for the Eastern District of Michigan, accusing Lionel, among other things, of violating the Michigan Uniform Trade Secrets Act, Mich. Comp. Laws Section 445.1901 et seq.

MTH's suit was based upon allegations that Korea Brass -- one of Lionel's former Korean suppliers -- stole confidential design drawings and scheduling information from MTH's Korean supplier, Samhongsa, and then used that information to design and build trains for Lionel.

MTH further alleged that Lionel knew or should have known that its trade secrets were being incorporated into Lionel products, and contended that it had experienced both lost sales and an erosion of its overall profitability as a result of the misconduct. Lionel strongly disputed all of MTH's allegations.

On June 9, 2004, the jury in the MTH Litigation returned a verdict in favor of MTH and against Lionel in the amount of $38,608,305, and on Nov. 3, 2004, the Michigan District Court entered judgment in favor of MTH in the amount of the jury verdict. The Michigan District Court also granted MTH certain injunctive relief against Lionel.

Sixth Circuit Appeal

Lionel filed its appeal on Jan. 15, 2005, in the United States Court of Appeals for the Sixth Circuit. The Sixth Circuit held oral arguments on June 7, 2006. Lionel and MTH believe that a decision of the Sixth Circuit should be rendered on or before Dec. 31, 2006. However, there can be no assurance when that decision will be available, or what the outcome of the Appeal will be.

Reasons for Extension

The Debtors said they have made substantial progress in their reorganization efforts. The Debtors said that they have increased sales and hired new management.

The Debtors also entered into new license agreements:

-- to use certain trademarks and other proprietary property of National Association for Stock Car Auto Racing, certain of its drivers, and the Metropolitan Transportation Authority;

-- to perform under marketing, sale, and licensing agreements with Sanda Kan Industrial (1981) Ltd. and NC Train Acquisition LLC or another subsidiary or designee of Sanda Kan, which details the Debtors' rights and obligations relating to the use and commercial exploitation of the assets of the Debtors' former competitor model train maker, MDK, Inc., dba K-Line Electric Trains, which assets were acquired by Newco. Under these agreements, Lionel has the exclusive right to sell, market, and operate certain K-Line Electric Train products and other brands formerly owned by MDK, Inc.; and

-- to perform under a joint venture agreement with Creative Trains Company. Pursuant to the joint venture agreement, CTC agreed to provide the Debtors with the intellectual property underlying the next generation of the TMCC operating system.

The Debtors said that terminating the exclusive periods at this juncture will unnecessarily invite additional litigation and divert the Debtors' personnel and their professionals from vigorously and carefully pursuing new business opportunities without actually furthering the plan formulation process.

Extending the Debtors' exclusive periods will allow their management to continue focusing on the growth of the business and will be given an appropriate amount of time to formulate and propose a confirmable plan of reorganization.

The Debtors said they are current on all post-petition obligations and anticipate that they will be able to continue to pay their bills as they come due.

Judge Lifland will convene a hearing at 10:00 a.m. on July 25, 2006, to consider the Debtors' request. Objections to the Debtors' motion, if any, must be submitted by 5:00 p.m. on July 21, 2006.

About Lionel LLC

Headquartered in Chesterfield, Michigan, Lionel LLC --http://www.lionel.com/-- sells model train products, including steam and die engines, rolling stock, operating and non-operating accessories, track, transformers and electronic controldevices. The Company filed for chapter 11 protection on Nov. 15,2004 (Bankr. S.D.N.Y. Case No. 04-17324). Adam Craig Harris, Esq., and Adam L. Hirsch, Esq., at Schulte Roth & Zabel, LLP, and Abbey Walsh Ehrlich, Esq., at O'Melveny & Myers, LLP, represent the Debtors on their restructuring efforts. When the Company filed for protection from its creditors, it estimated assets between $10 million and $50 million and estimated debts more than $50 million.

MAAX HOLDINGS: Posts $6.323 Million Net Loss in First Quarter 2006------------------------------------------------------------------MAAX Holdings Inc. reported earnings for the first quarter ended May 31, 2006. Net sales for the first quarter of fiscal 2007 increased 3.9% to $144.4 million from net sales of $139 million for the first quarter of fiscal year 2006. Operating income for the fiscal 2007 first quarter decreased by $1.8 million, or 24%, from $7.5 million in the first quarter of fiscal 2006 to $5.7 million in the first quarter of fiscal 2007.

For the three months ended May 31, 2006, the Company reported a net loss of $6,323,000 compared to a net income of $717,000 for the three months ended May 31, 2005.

The Company discloses that for its Bathroom Sector, net sales increased by $10.2 million, or 9%, compared with the first quarter of fiscal 2006, to reach $123.5 million. The Company says that there was good demand for its products despite slowing housing construction activities due to the success in introducing new products and signing new customers. Sales were also favorably impacted by the stronger Canadian dollar. Operating income for the Company's Bathroom Sector increased by $1.5 million, or 18%, to $9.9 million for the first quarter of fiscal 2007, despite higher raw material costs and freight costs when comparing with the same period last year.

The good results from our Bathroom Sector have been partly offset by the disappointing results from the Company's Cabinetry Sector and Spa Sector which have both gone through important operational transitions during the first quarter of the current fiscal year.

Free cash flow for the first quarter of fiscal 2007 was negative $16.7 million compared with positive $3.3 million for the same period last year. This reduction in cash flow results from lower operating income, the non-recurring gains realized under currency hedging contracts last year and the need to invest in working capital in order to support sales growth and new product introduction. Total net debt of $480.1 million at May 31, 2006 increased from February 28, 2006 levels of $457.1 million.

Long-term debt

On May 30, 2006, the Company obtained an amendment under its senior secured credit facility to avoid a potential default of certain financial covenants set forth in its senior secured credit facility for the quarter ending May 31, 2006. This amendment provides that, if certain of the Company's shareholders invest at least $7 million in the Company by July 15, 2006, the lenders will waive any such default. The Company says that its sponsors have provided it with an equity commitment letter, pursuant to which they have agreed to make such investment. The Company has agreed that the aggregate outstanding amount of loans and letters of credit under the revolving portion of its senior secured credit facility will not exceed CDN$30 million until such investment is made.

In addition, the amendment increased the applicable margin of the term loan A to 2.75%, based on a grid pricing. The amendment also incorporates a new provision that allows the Company in the future, under certain conditions, to utilize certain cash contributions to its equity to cure a failure to satisfy the interest coverage ratio, fixed charge coverage ratio or leverage ratio financial covenants set forth in our senior secured credit facility, on a ratio of 1:1 to the adjusted EBITDA, as defined in its senior secured credit facility, and the financial covenants would then be recalculated using said increased adjusted EBITDA amount.

About MAAX Holdings

MAAX Holdings, Inc. -- http://www.maax.com/-- manufactures bathroom products, kitchen cabinets and spas for the residential housing market. The corporation is committed to offering its customers an enjoyable experience: distinctive, stylish and innovative products and the best customer service practices in the industry. MAAX offerings are available through plumbing wholesalers, bath, kitchen and spa specialty boutiques and home improvement centers. The corporation currently operates 26 manufacturing facilities and independent distribution centers throughout North America and Europe. MAAX Corporation is a subsidiary of Beauceland Corporation, itself a wholly owned subsidiary of MAAX Holdings, Inc.

* * *

As reported in the Troubled Company Reporter on June 14, 2006, Standard & Poor's Ratings Services lowered its long-term corporatecredit rating on Quebec-based bathroom fixtures manufacturer MAAXHoldings Inc. to 'CCC+' from 'B-'. At the same time, Standard &Poor's lowered its rating on the company's senior discount notesto 'CCC-' from 'CCC'.

The long-term corporate credit rating on subsidiary MAAX Corp. wasalso lowered to 'CCC+' from 'B-'. In addition, Standard & Poor'slowered its ratings on the subsidiary's secured bank facilities to'CCC+' from 'B-', with a recovery rating of '3', and on thesubsidiary's senior subordinated debt notes to 'CCC-' from 'CCC'.The outlook is negative.

MARINER MOTEL: Bankruptcy Auction to be Held on August 15---------------------------------------------------------Tom C. Smith, Jr., Chapter 7 Trustee for Mariner Motel Inc., jointly retained Keen Realty, LLC and Zeb Barfield, Inc. to market and sell the Mariner Motel, a 92-room hotel located in Chincoteague, Virginia.

A public auction of the Debtor's real estate and personal property will be held on Aug. 15, 2006 at 12:00 noon and will take place at the Debtor's place of business, the Mariner Motel located at 6273 Maddox Boulevard in Chincoteague, Virginia.

A minimum bid will not be required at the time of the auction, however the highest bidder at the auction must make a deposit at the conclusion of the auction sale in the amount of $75,000 in certified funds. Closing of the sale shall occur within 45 days of the date of the auction.

"This is an excellent opportunity for developers, investors, and hotel and motel users," states Matthew Bordwin, Executive Vice President and Principal of Keen Realty. "All interested parties must act immediately as we have an auction set for Aug. 15, 2006."

Keen Realty, LLC -- http://www.keenconsultants.com/-- is a real estate consulting firm specializing in maximizing the value of its clients' real estate assets nationwide. Zeb Barfield, Inc. -- http://www.zebsauctions.com/-- is a professional auctioneer who is committed to effective and economical methods of marketing real estate and personal property.

Contact:

Keen Realty, LLC Telephone (516) 482-2700

Zeb Barfield, Inc. Telephone (410) 957-9559

Based in Chincoteague, Virginia, Mariner Motel Inc. offers a variety of housing including standard guest rooms, economy rooms, deluxe rooms, and one or two bedroom suites. Amenities on site include an outdoor pool, a sun deck, a beach area, a children's play area, guest laundry facilities, a screened pavilion, and a Chincoteague pony on the premises.

MAXXAM INC: Can Sell Up to 3.5 Million Kaiser Aluminum Shares-------------------------------------------------------------MAXXAM Inc. recently contacted Kaiser Aluminum Corporation and its debtor-affiliates about selling up to 3,500,000 shares of Kaiser Aluminum Corp. stock.

Kaiser Aluminum has determined that the proposed disposition would not adversely impact its tax attributes.

Accordingly, Kaiser Aluminum and MAXXAM have reached an agreement to modify their July 23, 2002 stipulation and agreed order to permit MAXXAM's proposed disposition.

At the parties' behest, the U.S. Bankruptcy Court for the District of Delaware authorizes MAXXAM to sell up to 3,500,000 shares of its KAC stock.

Judge Fitzgerald clarifies that other than the proposed sale,MAXXAM will continue to be prohibited from disposing of any of its remaining KAC stock prior to a hearing pursuant to its agreement with KAC.

About Kaiser Aluminum

Headquartered in Foothill Ranch, California, Kaiser AluminumCorporation -- http://www.kaiseraluminum.com/-- is a leading producer of fabricated aluminum products for aerospace and high-strength, general engineering, automotive, and custom industrial applications. The Company filed for chapter 11 protection on Feb. 12, 2002 (Bankr. Del. Case No. 02-10429), and has sold off a number of its commodity businesses during course of its cases. Corinne Ball, Esq., at Jones Day, represents the Debtors in their restructuring efforts. Lazard Freres & Co. serves as the Debtors' financial advisor. Lisa G. Beckerman, Esq., H. Rey Stroube, III, Esq., and Henry J. Kaim, Esq., at Akin, Gump, Strauss, Hauer & Feld, LLP, and William P. Bowden, Esq., at Ashby & Geddes represent the Debtors' Official Committee of Unsecured Creditors. The Debtors' Chapter 11 Plan became effective on July 6, 2006. On June 30, 2004, the Debtors listed $1.619 billion in assets and $3.396 billion in debts.

Maxxam's balance sheet at March 31, 2006 showed a $671.3 milliontotal stockholders' deficit resulting from $1,013.1 million intotal assets and $1,684.4 million in total liabilities.

MESABA AIRLINES: Can Reject Contracts With Pilots & Mechanics-------------------------------------------------------------The Hon. Gregory Kishel of the U.S. Bankruptcy Court for Minnesota granted Mesaba Aviation, Inc.'s motion for authority to reject its contract with flight attendants, pilots and mechanics. This ruling only authorizes Mesaba to make changes to its collective bargaining agreements at a time that it determines to be appropriate. The ruling does not mean changes are imposed automatically.

The Court directed Mesaba to give the labor groups a 10-day notice before rejecting the contracts and imposing new terms.

"For months, Mesaba's efforts have been focused on reaching consensual agreements with its unions and that is where they continue to be," said John Spanjers, Mesaba Airlines president and COO. "We prefer consensual agreements and believe that they are in the best interest of all involved - the company, its employees, and our passengers. However, Northwest Airlines' bankruptcy and its subsequent actions, along with the continuing distress impacting the entire industry, require us to take sweeping measures to secure Mesaba's future."

If no agreement is reached, the company is authorized to implement the most recent proposals it presented to each group represented by the Association of Flight Attendants, the Airline Pilots Association and the Aircraft Mechanics Fraternal Association.

Mesaba has reached agreements on permanent wage and benefit reductions with the Transport Workers Union. The ruling does not impact Mesaba's operations or its obligations to Northwest or to its passengers -- Mesaba intends to fly its full schedule.

This rating action follows Mirant's announcement that it plans to repurchase up to $1.25 billion of common stock, to pursue the sale of its international businesses and to continue to return cash to shareholders after it generates proceeds from the sale of the international assets. The international assets contributed about 40% of consolidated year-to-date EBITDA.

"The downgrades reflect Moody's belief that key financial coverage ratios will now be weaker than previously expected over the next several years due to the sharp shift in management's financial strategy towards increased shareholder rewards that reduce the level of protection for debt holders" said Moody's Vice President Scott Solomon.

These concerns are exacerbated by challenges confronting the company to fund a capital expenditure program that could require as much as $2 billion of capital over the next several years. While Mirant expects to generate sufficient cash to meet all of its capital requirements, the potential volatility of its cash flow combined with very large cash payments to equity holders causes concern that leverage may be increased. Moody's notes that Mirant's financing documents provide considerable flexibility for the incurrence of additional indebtedness.

Moody's previous ratings incorporated the expectation that Mirant would generate consolidated cash flow of at least 10% of total consolidated debt and that this ratio would gradually improve as the company used excess cash flow to reduce debt. Given Mirant's strategic direction however we now anticipate that this ratio will be pressured and could trend downward in 2007 and 2008.

With the exception of MIRMA, the previous notching differential between the ratings of the issuers are maintained and reflect structural subordination and the relative benefit of the collateral for each debt instrument.

The affirmation of MIRMA's rating considers its direct holding of some of Mirant's most competitively positioned generating assets, its significant hedged position through 2008 and the benefit of a $75 million rent reserve.

The revision of the Speculative Grade Liquidity rating to SGL-2 reflects a reduction in financial flexibility and cash on handas the company will use a portion of its cash to achieve thestock repurchase program. The initial repurchase of up to$1.25 billion is expected to be completed in the third quarter and to be funded with a combination of cash on hand and funds to be contributed upstream from a term loan borrowing at Mirant's Philippines business.

Expected available cash upon completion of the repurchase program is $200 million at Mirant and $105 million at MNA. Additional liquidity is expected to be available through MNA's $800 million senior secured bank facility that was undrawn at March 31, 2006. MNA also has access to $200 million of synthetic letters of credit that is used to provide liquidity to its energy trading business.

Downgrades:

Issuer: Mirant Americas Generation, LLC.

* Senior Unsecured Regular Bond/Debenture, Downgraded to B3 from B2

Issuer: Mirant Corporation

* Corporate Family Rating, Downgraded to B2 from B1

* Speculative Grade Liquidity Rating, Downgraded to SGL-2 from SGL-1

Issuer: Mirant North America, LLC

* Senior Secured Bank Credit Facility, Downgraded to B1 from Ba3

* Senior Unsecured Regular Bond/Debenture, Downgraded to B2 from B1

Mirant Corporation is an independent power producer that owns or leases a portfolio of electricity generating facilities totaling 17,600 megawatts. MAG, MNA and MIRMA are indirect wholly-owned subsidiaries of Mirant Corporation. Mirant is headquartered in Atlanta, Georgia.

O'SULLIVAN INDUSTRIES: Sells United Kingdom Business Operations---------------------------------------------------------------In a regulatory filing with the Securities and Exchange Commission, Rick A. Walters, president and chief executive officer of O'Sullivan Industries Holdings, Inc., reports that effective June 30, 2006, the company conveyed substantially all of the assets of its United Kingdom sales and distribution office to a company formed by the former manager of the office. The purchasing company assumed certain of the liabilities of the UK sales and distribution office as consideration.

The purchasing company also entered into a distributorship agreement with O'Sullivan Industries to provide for continued sales and service in the United Kingdom, the remainder of Europe, the Middle East and Africa.

Mr. Walters states that in connection with the sale of the UK operations, O'Sullivan Industries expects to record a non-cash charge of $1,600,000. The major components of the charge are expected to be:

O'SULLIVAN INDUSTRIES: To Close Virginia Facility by Year-End 2006------------------------------------------------------------------O'Sullivan Industries Holdings, Inc., reports in a filing with the Securities and Exchange Commission, that it has decided to close the South Boston, Virginia manufacturing and distribution facility owned by O'Sullivan Industries - Virginia, Inc., by the end of the year.

"The closure is a result of the continued execution of our strategy focused on improving utilization of production capacity and productivity," Rick A. Walters, president and chief executive officer of O'Sullivan Holdings says. "This decision stems from an analysis of our activities as a whole and the implementation of measures aimed primarily at continuing to improve our operational efficiency."

According to Mr. Walters, the closure is a result of industry wide excess capacity and is not a reflection on the workforce or management team in the company's South Boston facility.

In connection with the closure of the South Boston facility, the company expects to spend $6,200,000, of which approximately $1,500,000 will be cash costs. The remainder will be an impairment charge against our Virginia machinery and equipment, Mr. Walters discloses.

"The South Boston facility employs 200 people. We plan to add up to 150 jobs to our Lamar, Missouri facility over the next twelve months as a result of the consolidation," Mr. Walters further discloses.

The company expects to record an impairment charge of $4,700,000 against machinery and equipment located at the South Boston facility.

"None of this charge will be cash," Mr. Walters reported. "This charge is in addition to the $1,500,000 expense we expect to incur in connection with the closing of our South Boston, Virginia facility."

ONE TO ONE: U.S. Trustee Says Disclosure Statement is Inadequate----------------------------------------------------------------Pheobe Morse, the U.S. Trustee for Region 1 gave a limited objection to the Disclosure Statement jointly submitted by One to One Interactive, LLC, and its Official Committee of Unsecured Creditors to the U.S. Bankruptcy Court for the District of Massachusetts in Boston.

The U.S. Trustee said that the Disclosure Statement explaining the Joint Plan of Liquidation failed to provide adequate information regarding its proposed plan of reorganization.

The U.S. Trustee said that the Disclosure Statement and Plan should be amended to:

(a) indicate the amount of any prepetition and postpetition Federal and state tax obligations;

(b) remove language regarding cram-down where the plan provides for voting by a single class of non-insider claimants namely, the Class 3 general unsecured creditors; and

(c) discuss in detail the 5-part Master Mortgage test with respect to the proposed third-party release set forth in the plan.

The U.S. Trustee said that the Disclosure Statement and Plan should be amended to include this paragraph:

The Debtor (or Liquidating Agent) will be responsible for timely payment of fees incurred pursuant to Section 1930(a)(6) of the Judiciary and Judicial Procedures. After confirmation, the Debtors (or Liquidating Agent) will serve the U.S. Trustee with a monthly financial report for each month, as the case remains open. The monthly financial report will include:

(1) a statement of all disbursements made during the course of the month, whether or not pursuant to the plan;

(2) a summary, by class, of amounts distributed or property transferred to each recipient under the plan, and an explanation of the failure to make any distributions or transfers of property under the plan;

(3) Debtors' projections as to its continuing ability to comply with the terms of the plan;

(4) a description of any other factors, which may materially affect the Debtor's ability to consummate the plan; and

(5) an estimated date when an application for final decree will be filed with the court (in the case of the final monthly report, the date the decree was filed).

The U.S. Trustee said that the matters have been resolved and the Debtor intends to file an amended disclosure statement and plan.

Summary of the Original Plan

The Plan does not contemplate the financial rehabilitation of the Debtor or the continuation of its business. Substantially of the Debtor's assets have been sold since the start of the Debtor's bankruptcy case, and the Plan considers that the remaining unliquidated assets -- primarily causes of action -- will be liquidated either by the Debtor or, after the Effective Date of the Plan, by the Liquidating Agent appointed pursuant to the plan, to administer the estate.

The Plan provides for a Liquidating Agent to assume possession and control of the Debtor's remaining assets -- including causes of action under the Bankruptcy Code.

The Liquidating Agent will:

-- administer those assets for the benefit of the Debtor's creditors,

-- object to claims that appear to be invalid or overstated,

-- prosecute objections to claims filed by the Debtor or the Liquidating Agent prior to confirmation of the Plan, and

-- make distributions to creditors on account of their allowed claims against the Debtor.

The Debtor has ceased all business operations and has liquidated virtually all of its property. The Debtor's principal asset is approximately $900,000 in cash as of April 30, 2006.

The Plan places all general unsecured claims as Class Three. The Debtor and the Creditors Committee estimate that each holder of a Class Three Claim will receive a distribution in the range of 30% to 35% of its allowed claim. This estimate assumes that general unsecured claims allowed by the Bankruptcy Court will not exceed $2.4 million. The actual dividend will depend on the amount in which claims are ultimately allowed and the extent to which the bankruptcy estate is augmented through recoveries of avoidable transfers.

The holders of the Debtor's stock will receive nothing on account of their equity interests.

A full-text copy of the original Disclosure Statement is available for a fee at:

Headquartered in Boston, Massachusetts, One to One Interactive,LLC -- http://www.onetooneinteractive.com/-- provides Internet marketing services and offers marketing, creative and technologyservices to companies in industries like financial services, lifesciences, media, telecommunications and technology. The Debtorfiled for chapter 11 protection on March 18, 2005 (Bankr. D. Mass.Case No. 05-12083). A. Davis Whitesell, Esq., at Cohn &Whitesell, LLP, represents the Debtor in its restructuringprocess. When the Debtor filed for protection from its creditors,it estimated assets and debts from $1 million to $10 million.

ONEIDA LTD: Okays Proposed $222 Mil. Buyout by Investment Firms---------------------------------------------------------------Oneida Ltd. signed a Letter of Intent to be acquired by an entity to be formed by D. E. Shaw Laminar Portfolios, L.L.C. and Xerion Capital Partners LLC, both current Oneida shareholders.

Under the terms of the proposed transaction, Laminar and Xerion will pay at least $222.5 million, or an amount sufficient to pay in full the company's secured bank claims plus, among other things, the payment or assumption of all other general unsecured claims. In addition, the Buyers will include an element of consideration for the company's common equity holders in connection with securing their approval of the proposed transaction.

"The proposed agreement with Laminar and Xerion represents a very favorable outcome for Oneida and its stakeholders, including creditors, shareholders, employees, vendors and our valued customers," said Christopher H. Smith, Chairman of Oneida Ltd. "The possible investment by these two widely respected firms acknowledges the substantial progress Oneida has made in transforming its business, which began more than 18 months ago. These firms have had an opportunity to see our operations first-hand as shareholders, and we are pleased that they support Oneida's plan of reorganization. Importantly, their investment would bring stability and a long-term perspective to Oneida's shareholder base."

"This transaction would set the table for Oneida's growth," said James E. Joseph, President of Oneida. "As an 18-year veteran of Oneida, I am proud of what our people have achieved over the past 18 months, and I am truly excited about our future. We are prepared, as I believe few in our industry are, to meet our challenges, strengthen our business and provide exceptional service to customers."

It is currently anticipated that the proposed transaction would be in the form of an offer to purchase 100% of the equity interest of Oneida through a plan funding agreement. Execution of a definitive agreement is subject to, among other things, confirming due diligence by the Buyers, standard regulatory approvals and other conditions, including confirmation of Oneida's plan of reorganization by the Bankruptcy Court. Should Oneida and the Buyers fail to reach a definitive agreement, Oneida would move forward to complete its original recapitalization plan, which is supported by its lenders, in a timely manner.

About Oneida

Headquartered in Oneida, New York, Oneida Ltd. (OTC: ONEI) --http://www.oneida.com/-- manufactures stainless steel and silverplated flatware for both the Consumer and Foodserviceindustries, and supplies dinnerware to the foodservice industry.Oneida also supplies a variety of crystal, glassware and metalserveware for the tabletop industries. The Company and its 8debtor-affiliates filed for Chapter 11 protection on March 19, 2006 (Bankr. S.D. N.Y. Case Nos. 06-10489 through 06-10496). Douglas P. Bartner, Esq., at Shearman & Sterling LLP represents the Debtors. Credit Suisse Securities (USA) LLC is the Debtors' financial advisor. Scott L. Hazan, Esq., and Lorenzo Marinuzzi, Esq., at Otterbourg, Steindler, Houston & Rosen, P.C., represent the Official Committee of Unsecured Creditors. Robert J. Stark, Esq., at Brown Rudnick Berlack Israels LLP represents the Official Committee of Equity Security Holders. When the Debtors filed for protection from their creditors, they listed $305,329,000 in total assets and $332,227,000 in total debts. On May 12, 2006, Judge Gropper approved the Debtors' disclosure statement.

ORIENTAL TRADING: S&P Junks Rating on $180 Million 2nd-Lien Loan----------------------------------------------------------------Standard & Poor's Ratings Services lowered its ratings on Omaha, Nebraska-based Oriental Trading Co. Inc., including its corporate credit rating to 'B' from 'B+'. The outlook is negative. All ratings are removed from CreditWatch, where they were placed on June 14, 2006, with negative implications.

At the same time, Standard & Poor's assigned bank loan and recovery ratings to the company's $640 million bank financing, comprised of:

* a $410 million seven-year first-lien term loan;

* a $50 million six-year first-lien revolving credit facility; and

* a $180 million, 7-1/2-year second-lien term loan.

The first-lien loans are rated 'B', the same as the corporate credit rating, with recovery ratings of '2', indicating the expectation of substantial recovery of principal in the event of default.

The second-lien term loan is rated 'CCC+', two notches below the borrower's corporate credit rating, with a recovery rating of '5', indicating the expectation of negligible recovery of principal in the event of default.

The proceeds of the credit facilities, along with the proceeds of a $70 million mezzanine loan from Oriental Holding Corp. and about $355 million in equity contribution from The Carlyle Group, Brentwood, and OTC's management will be used to fund the acquisition of OTC by The Carlyle Group and the repayment of existing indebtedness. On June 11, 2006, the Carlyle Group entered into a definitive agreement to acquire OTC from Brentwood Associates.

"The downgrade reflects a significant increase in debt leverage due to the largely debt-funded acquisition and an aggressive financial policy," said Standard & Poor's credit analyst Ana Lai.

Debt leverage is expected to increase substantially, with pro forma total debt to EBITDA increasing to about 7x for the 12 months ended April 1, 2006, from 4.5x.

The ratings on OTC reflect its highly leveraged capital structure, thin cash flow protection measures, as well as the company's participation in the highly competitive and fragmented toys, novelties, party supplies, and home decor retailing industry, and its modest size.

As of 5:00 p.m., New York City time, on July 11, 2006, holders of Notes had tendered $827,474,000 in aggregate principal amount of the Notes. Owens-Brockway Glass Container Inc. purchased $100,000,000 principal amount of the Notes, or 12.1% of the aggregate principal amount of Notes tendered, for a total price of $103,998,110, including $3,998,110 of premiums, subject to the terms and conditions of the tender offer. Owens-Brockway Glass has also paid accrued and unpaid interest on all Notes accepted for purchase up to, but not including, July 12, 2006, the settlement date.

Banc of America Securities LLC served as the exclusive dealer manager in connection with the tender offer.

As reported in the Troubled Company Reporter on May 11, 2006,Moody's Investors Service assigned a B1 rating to the proposed$1.5 billion senior secured first lien credit facilities of Owens-Brockway Glass Container, the principal U.S. operating subsidiaryof Owens-Illinois, Inc. Moody's also affirmed Owens-Illinois' B2 corporate family rating and ratings on Owens-Illinois' senior unsecured notes and preferred stock, rated B3 and Caa1, as well as Owens-Brockway's secured and unsecured notes, rated B1 and B2.

Standard & Poor's Ratings Services assigned its 'BB-' rating andits recovery rating of '2' to Owens-Illinois Inc.'s proposed$1.5 billion senior secured credit facilities, based onpreliminary terms and conditions. The rating on the proposedcredit facilities is the same as the corporate credit rating; thisand the recovery rating of '2' indicate that lenders can expectsubstantial recovery of principal in the event of a paymentdefault. Proceeds from the new credit facilities will be used torepay the outstanding amount under the existing credit facilities.Standard & Poor's also assigned its recovery rating of '2' to Owens-Brockway Glass Container Inc.'s (a wholly owned subsidiary of Owens-Illinois Inc.) existing $2.08 billion senior secured notes. The senior secured notes are rated 'BB-'.

In August 2001, Shintech sought allowance and payment of anadministrative expense claim for $10,591,530, which Shintechlater reduced to $3,666,329.

After discovery and arm's-length discussion, the parties enteredinto a stipulation dismissing the Administrative Expense ClaimMotion, without prejudice.

Shintech also filed Claim No. 12105, a general unsecured, non-priority claim against the Debtors, for $38,942,063. The Claimis comprised of:

-- prepetition accounts receivable claim for $5,298,751; and

-- a claim based on failure to accept contract volume for $33,643,312.

The Debtors objected to the Claim. In response, Shintech revisedthe Claim amount to $14,061,447.

In February 2006, The Court permitted the Debtors to conductpartial discovery from Shintech. Consequently, Shintech reducedthe Claim Amount to $4,488,430.

After engaging in negotiations, the Debtors and Shintech agreedto enter into a settlement agreement to resolve their disputes.

The key terms of the Settlement are:

a. Claim No. 12105 will be allowed against Exterior Systems, Inc., for $7,000,000 as a general unsecured, non-priority claim, in full and final satisfaction of all claims, liabilities or demands relating to the Supply Contract.

b. The Settlement Agreement provides for mutual releases from all claims, liabilities and demands relating to the Contract, including those that arose postpetition.

OWENS CORNING: Wickes Wants Admin. Priority on Preference Claim---------------------------------------------------------------Wickes, Inc., asks the U.S. Bankruptcy Court for the District of Delaware grant it an administrative priority in:

1. whatever amount of preference liability is determined in the Preference Adversary Proceeding; and

2. the difference between the rebate to which it is entitled and the amount it owes Owens Corning for postpetition shipments.

Owens Corning sold goods on credit postpetition to Wickes. Wickes is also a debtor under Chapter 11 protection. It filed for bankruptcy on January 20, 2004, in the U.S. Bankruptcy Court for the Northern District of Illinois.

Within 90 days before Wickes filed for bankruptcy, it paid Owens Corning $3,658,311 for goods it bought. Wickes has brought suit in its Bankruptcy Case to recover these preferential payments.

Steven K. Kortanek, Esq., at Klehr, Harrison, Harvey, Branzburg & Ellers, LLP, in Wilmington, Delaware, points out that Wickes' payments to Owens Corning was beneficial to Owens in the operation of its business. Thus, the preference liability associated with the payments is entitled to administrative priority, Mr. Kortanek says.

Rebates

In Wickes' bankruptcy, Owens Corning has filed an Application for Payment of Administrative Expense asserting that Wickes owes Owens Corning $207,268 for shipments made after the Wickes filed for bankruptcy. Wickes responded that it is entitled to a rebate of over $825,000 based on its purchases from Owens Corning.

Wickes purchased goods from Owens Corning in 2004 and those purchases were subject to a rebate program.

Mr. Kortanek asserts that Wickes is also entitled to an administrative expense for the difference between the rebate to which it is entitled to and the amount it owes Owens Corning for postpetition shipments -- a sum greater than $617,000.

At the same time, Standard & Poor's assigned its 'CCC+' rating and a recovery rating of '5' to Penhall's proposed $175 million second-lien senior secured notes due 2014, indicating negligible recovery of principal in the event of a default after full recovery of the unrated senior ABL revolving credit facility.

The outlook is stable.

Anaheim, California-based Penhall is a construction service firm specializing in construction and demolition contracting and other road building services, which had about $215 million in sales in fiscal 2006.

The ratings on Penhall reflect the company's modest positions in small and fragmented niche construction services and related equipment rental markets, and its highly leveraged profile. Penhall provides highly specialized construction and demolition contracting services. About 50% of its sales come from projects in California, with the majority of work linked to publicly financed, highway-related projects or to commercial construction.

In the past, spending in California for highway renovation and commercial construction had been weak. Currently, nonresidential construction spending has shown improvement, especially in California. Fiscal conditions in California are healthier, while higher appropriations in new federal highway legislation and better industry conditions bode well for the company.

PETCO ANIMAL: Sells Assets to Investment Firms for $1.8 Billion---------------------------------------------------------------PETCO Animal Supplies, Inc. entered into a definitive agreement to be acquired by two private equity investment firms, Leonard Green & Partners, L.P. and Texas Pacific Group, for $29 per share in cash. The total value of the transaction, including assumed debt, is $1.8 billion.

The Board of Directors of PETCO, on the recommendation of an Independent Committee of Directors, approved the merger agreement and recommends that PETCO's stockholders adopt the agreement. The transaction, which is expected to close by the fourth quarter of 2006, is subject to approval by PETCO's stockholders, as well as other customary closing conditions, including the receipt of regulatory approvals.

"Consistent with its fiduciary obligations, and in consultation with its independent financial and legal advisors, PETCO's Board of Directors formed an Independent Committee of Directors to carefully review an expression of interest in acquiring PETCO, and to determine what course of action would be in the best interest of our stockholders," David B. Appel, the Chairman of the Independent Committee of Directors, said. "After extensive negotiations and careful consideration in conjunction with our independent advisors, the Independent Committee of PETCO's Board unanimously concluded that the agreement being announced today was in the best interest of all of our constituencies, and, most importantly, our stockholders."

In accordance with the merger agreement, the Company will conduct a market test for 20 business days concluding Aug. 10, 2006.

"This proposed transaction provides PETCO stockholders with an immediate cash premium for their investment in the company, based on the trading range of PETCO shares over the past several months," James M. Myers, Chief Executive Officer, said. "Upon completion of the transaction, PETCO will be a private company that will have greater flexibility to accomplish its long-term plans, which, we believe, will be favorable for the company's associates and suppliers and the customers we serve through more than 800 stores nationwide. Texas Pacific Group and Leonard Green & Partners have deep experience investing in the retail sector and we look forward to working closely with them as our partners as we continue to advance PETCO's position as a leading specialty retailer of premium pet food, supplies and services."

UBS is acting as financial advisor to PETCO in connection with the merger transaction and has rendered a fairness opinion to the Independent Committee of PETCO's Board of Directors. Pillsbury Winthrop Shaw Pittman LLP is serving as its legal counsel. Credit Suisse, Bank of America, N.A., Wells Fargo Bank, N.A. and mezzanine funds managed by Goldman, Sachs & Co. have provided commitments for the debt portion of the financing for the transaction, which are subject to customary conditions.

Headquartered in Fort Worth, Texas, Texas Pacific Group -- http://www.texaspacificgroup.com/-- is a private investment firm with more than $30 billion of assets under management. TPG invests in world-class franchises across a range of industries and has extensive experience with public and private investments executed through leveraged buyouts, recapitalizations, take private transactions, spinouts, joint ventures, and restructurings.

About PETCO Animal

Based in San Diego, California, PETCO Animal Supplies, Inc. (Nasdaq: PETC) -- http://www.petco.com/-- is a specialty retailer of premium pet food, supplies and services. The Company operates more than 800 stores in 49 states and the District of Columbia.

* * *

As reported in the Troubled Company Reporter on June 27, 2006,Standard & Poor's Ratings Services revised its outlook onSan Diego, California-based PETCO Animal Supplies Inc.(BB/Negative/--) to negative from stable.

The ratings on PETCO reflect the vulnerability of its customers to changes in disposable income; the company's aggressive growth strategy; and substantial debt leverage.

PHIBRO ANIMAL: Moody's Rates Proposed $240 Mil. Sr. Notes at B3---------------------------------------------------------------Moody's Investors Service assigned a B3 rating to the proposed new senior unsecured note offering of Phibro Animal Health Corporation. At the same time, Moody's affirmed the existing ratings of Phibro, including the B2 corporate family rating. The rating outlook is stable.

The B3 rating for the senior notes is being assigned in conjunction with a complete refinancing of Phibro's capital structure. The senior notes will be sold in a privately negotiated transaction without registration rights under the Securities Act of 1933 under circumstances reasonably designed to preclude a distribution thereof in violation of the Act. This issuance has been designed to permit resale under rule 144A.

At the close of the transaction, Moody's anticipates withdrawing the ratings on Phibro's existing debt, including senior notes due 2007 and subordinated notes due 2008.

As one of the three largest players in the animal health and nutritional industry, Phibro's B2 rating reflects many of the key factors outlined in Moody's Global Pharmaceutical Rating Methodology. Key rating factors include Phibro's somewhat modest size and scale, and its high leverage and limited cash flow relative to debt.

(1) a $65 million senior secured revolving credit facility expected to be undrawn at close;

(2) $240 million of new senior unsecured notes due 2013; and

(3) various international credit facilities totaling approximately $10 million in the aggregate, expected to be drawn approximately $2 million at close.

We understand that borrowers under the revolving credit facility include the parent and domestic subsidiaries, and that guarantors include these same entities. The credit facility benefits from security consisting of a first priority perfected lien on property and assets of borrowers and guarantors. We understand that the senior unsecured notes will be guaranteed by the same entities guaranteeing the bank facility. The B3 rating on the senior unsecured notes reflects the unsecured position in the capital structure.

The rating outlook is stable. Although Phibro's leverage has increased somewhat with the refinancing, the stable outlook reflects Moody's assumption that cash flow from operations to debt will exceed 5%, that free cash flow will be positive, and that large revolver borrowings are unlikely. The stable outlook also reflects Moody's assumption that Phibro's new facility in Guarulhos, Brazil will receive FDA approval for the production of virginiamycin.

If Phibro's free cash flow relative to debt improves and appears comfortably sustainable in excess of 5%, then positive rating action could be considered. Positive rating pressure would likely depend on a fully successful transition of virginiamycin manufacturing from Belgium to Brazil, including winding down all special costs related to the Belgian operation.

Conversely, a delay in the FDA approval of Phibro's plant in Brazil could have negative rating implications because of the importance of this product to Phibro's cash flow. Other factors that could create rating pressure include the inability to sustain Debt of at least 5% or to generate positive free cash flow, in which case reliance on the $65 million revolver would increase.

Rating assigned:

* B3 senior unsecured notes of $240 million due 2013

Rating affirmed:

* B2 corporate family rating

Ratings affirmed and expected to be withdrawn at the completion of the refinancing:

Headquartered in Ridgefield Park, New Jersey, Phibro Animal Health Corporation is a diversified manufacturer of a broad range of animal health and nutritional products. For the twelve month period ended March 31, 2006 Phibro reported net sales of approximately $388 million.

PLATINUM EQUITY: Moody's Junks Rating on Proposed $190 Mil. Notes----------------------------------------------------------------- Moody's Investors Service assigned first time ratings to Textron Fastening Systems in connection with its pending acquisition by an affiliate of Platinum Equity Advisors, LLC.

Moody's assigned the following ratings to the proposed debt financing:

(i) B2 to TFS' proposed $325 million senior secured term loan, due 2013; and

(ii) Caa1 to its proposed $190 million senior secured notes, due 2016.

Moody's assigned a SGL-3 liquidity rating, reflecting adequate liquidity and expected covenant compliance. The ratings outlook is stable. The ratings are subject to confirmation of the final financing documentation.

These first time ratings were assigned:

* B2 for the corporate family rating; * B2 for the $325 million senior secured term loan, due 2013; * Caa1 for the $190 million senior secured notes, due 2016; and * Speculative Grade Liquidity rating of SGL-3.

The rating outlook is stable.

TFS is a former subsidiary of Textron Inc. In June 2006,Platinum entered into an agreement to purchase TFS from Textron for total cash consideration of approximately $630 million plus the assumption of certain liabilities, excluding fees and expenses. The acquisition is expected to be financed with approximately $550 million of newly issued funded debt and a$160 million cash equity investment from Platinum.

The ratings reflect:

(1) TFS' high adjusted leverage and Moody's expectation of modest free cash flow generation and de-leveraging over the near-term;

(2) the Company's fixed cost structure, which should benefit the Company in the periods of high production levels and strong demand, but could have a material negative impact on earnings and cash flow should demand decline;

(3) TFS' high customer concentration and significant end- market exposure to the automotive and heavy truck industries, which combined represent close to two-thirds of fiscal 2005 revenues, and

(4) Moody's concern that as a stand-alone company with a highly leveraged capital structure, TFS' significantly increased interest expense obligations may adversely restrict its flexibility in responding to unanticipated competitive or other pressures.

The primary factors supporting TFS' ratings are:

(1) TFS' strong competitive position as a proven supplier with both a global footprint and with sufficient scale to provide cost-efficient solutions to its long-standing customers in the mechanical fastener sector;

(2) the anticipated benefits of the Company's now completed restructuring efforts in which the Company has invested over $160 million in restructuring and other non-recurring costs from fiscal 2003 through fiscal 2005; and

(3) the Company's broad geographic diversification which could reduce the impact of regional demand volatility.

The proposed $325 million senior secured term loan will be secured by:

(1) a first priority lien on the Company's PP&E and substantially all other tangible and intangible assets and

(2) a second priority lien on the North American accounts receivable and inventories.

The B2 rating on the facility reflects:

(1) its junior position relative to the ABL with respect to the most liquid collateral and

(2) the term loan's size relative to Moody's assessment of the potential value of the remaining collateral in a distressed scenario.

The proposed $190 million of senior secured notes due 2016 will be secured by:

(1) a second priority lien on the Company's PP&E and substantially all other tangible and intangible assets and

(2) a third priority lien on the North American accounts receivable and inventories.

The Caa1 rating on the facility reflects:

(1) its effective subordination to the revolving credit facility and term loan and

(2) Moody's view of an increased liklihood of financial loss in the event of default.

Moody's assigned an SGL-3 rating to TFS reflecting adequatenear-term liquidity as the Company should have approximately$95 million of availability at closing under the borrowing base of its proposed $175 million asset-based revolving credit facility and approximately $15 million in cash.

PLUSFUNDS MANAGER: Winding-Up Hearing Is Scheduled for July 28--------------------------------------------------------------The Grand Court of the Cayman Islands will hear on July 28, 2006, at 10:00 a.m., the petition to wind-up Plusfunds Manager Access Funds, SPC Ltd.

The founder shareholder of Sphinx Strategy placed the company into voluntary liquidation on June 30, 2006, under Section 150 of the Companies Law (2004 revision) of the Cayman Islands. Kenneth M. Krys and Christopher Stride of RSM Cayman Islands were appointed as joint voluntary liquidators.

On July 4, 2006, the liquidators presented in court the petitions for the winding-up of Plusfunds Manager.

Parties-in-interests who want to attend the hearing must informof their intention to appear on the hearing to Plusfunds Manager's liquidators at:

PREMIUM PAPERS: Committee Hires Traxi LLC as Financial Advisor-------------------------------------------------------------- The Official Committee of Unsecured Creditors appointed in PremiumPapers Holdco, LLC and its debtor-affiliates' chapter 11 casesobtained permission from the U.S. Bankruptcy Court for the District of Delaware to employ Traxi LLC, as its financial advisor.

Traxi LLC is expected to:

a. review all financial information prepared by the Debtor or its consultants as requested by the Committee, including a review of the Debtors' financial statements as of the petition date, showing in detail all assets and liabilities and priority and secured creditors;

c. attend meetings with the Committee, the Debtors, creditors, their attorneys and consultants, Federal and state authorities, if required;

d. review the Debtors' periodic operating and cash flow statements;

e. review the Debtors' books and records for related party transactions, potential preferences, fraudulent conveyances and other potential prepetition investigations;

f. conduct any investigation with respect to prepetition acts, conduct, property liabilities and financial condition of the Debtor, its management and financial condition of the Debtor, its management, creditors including the operation of its businesses, and as appropriate, avoidance actions;

g. review any business plans prepared by the Debtor or their consultants;

h. review and analyze proposed transactions for which the Debtor seeks Court approval;

i. assist in a sale process of the Debtor collectively or in segments, parts or other delineations, if any;

j. assist the Committee in developing, evaluation, structuring and negotiating the terms and conditions of all potential plans of liquidation;

k. provide expert testimony on the results of the findings;

l. analyze potential divestitures of the Debtors' operations;

m. assist the Committee in developing alternative plans including contacting potential plan sponsors if appropriate; and

n. provide the Committee with other and further financial advisory services with respect to the Debtors, including valuation, and advice with respect to financial, business and economic issues, as may arise during the course of the restructuring as requested by the Committee.

Mr. Mandarino assured the Court that the Firm is "disinterested"as that term is defined in Section 101(14) of the Bankruptcy Code.

About Premium Papers

Headquartered in Hamilton, Ohio, Premium Papers Holdco, LLC --http://www.smartpapers.com-- manufactures and markets a wide variety of premium coated and uncoated printing papers, such asKromekote, Knightkote, and Carnival. The Company and two of itsaffiliates filed for chapter 11 protection on March 21, 2006(Bankr. D. Del. Case No. 06-10269). Ian S. Fredericks, Esq., atYoung, Conaway, Stargatt & Taylor, LLP, represents the Debtors intheir restructuring efforts. The Official Committee of UnsecuredCreditors has retained Mary E. Seymour, Esq., at LowensteinSandler PC, as its counsel. When the Debtors filed for protectionfrom their creditors, they did not disclose their total assets butestimated debts between $10 million and $50 million.

PROCARE AUTOMOTIVE: Hires David Gole as Real Estate Consultant--------------------------------------------------------------The U.S. Bankruptcy Court for the Northern District of Ohio allowed ProCare Automotive Service Solutions, LLC, to employ David G. Cole as its commercial real estate consultant.

The Debtor, owner of two gas stations located in Marion and Fairfield, plans to sell those real properties as part of winding down its estate. The Debtor needs Mr. Gole, a licensed commercial real estate leasing agent, to provide consulting services.

Mr. Gole will:

a) advise with respect to valuation and marketing of the Debtor's properties;

b) assist with the Debtor's sale process, including and not limited to, facilitation of the overall process, assistance in negotiations with buyers, review and consultation regarding the Properties and facilitation of potential purchaser's due diligence;

c) provide testimony at a deposition, hearing, or other similar forum, where appropriate; and

d) advise and consult with respect to any other activity concerning the Properties as deemed necessary by the Debtor or the Debtor's professionals.

Mr. Cole will charge the Debtor $100 per hour for his analysis of the properties plus $100 for expenses. In addition, a 5% commission of 5% of the sale price properties will be charged to the Debtor if the properties are not sold to the lessee, sublessee or any party operating the properties.

If the existing tenants will buy the properties, only the $1,500 appraisal fee will be due but if either of the properties are sold to a third party, the $1,500 appraisal fee will be waived, Alan R. Lepene, Esq., at Thompson Hine LLP, tells the Court.

The Debtor assures the Court that Mr. Cole does not hold nor represent any interest adverse to the Debtors or to their estates.

PULL'R HOLDINGS: Committee Taps Weinstein Weiss as Counsel----------------------------------------------------------The Official Committee of Unsecured Creditors in Pull'R Holdings LLC and its debtor-affiliates asks the U.S. Bankruptcy Court for the Central District of California for permission to employ Weinstein, Weiss & Ordubegian LLP, as its general bankruptcy counsel.

Weinstein Weiss will:

a) represent the Committee's interests with respect to the reorganization or liquidation of the Debtors' businesses;

b) investigate and analyze the scope and validity of claims, secured or otherwise, asserted by various parties;

c) investigate and analyze potential claims against insiders and third parties; and

d) take other action and perform other services as the Committee may require relating to the Debtor' chapter 11 cases.

Mr. Ordubegian assures the Court that his firm is disinterested as that term is defined in Section 101(14) of the Bankruptcy Code.

Headquartered in Santa Fe Springs, California, Pull'R Holdings LLC-- http://www.pullr.com/-- sell contractors' equipment and tools. They are known for brands such as Bucket Boss, Dead OnTools, and the Maasdam Pow'R-Pull line. The Company and itsaffiliate, Maasdam Pow'r Pull Inc., filed for bankruptcyprotection on April 27, 2006 (Bankr. C.D. Calif. Case No.06-11669). Lawrence Diamant, Esq., at Robinson, Diamant &Wolkowitz, APC, represent the Debtors in their restructuringefforts. When the Debtors filed for bankruptcy, theyreported $1 million to $10 million in total assets and $10 millionto $50 million in total debts.

PULL'R HOLDINGS: Wants Until Feb. 21 to File Chapter 11 Plan------------------------------------------------------------Pull'R Holdings LLC and its debtor-affiliates asks the U.S. Bankruptcy Court for the Central District of California to extend until Feb. 21, 2007, the period within which they have the exclusive right to file a chapter 11 plan. The Debtors also want their period to solicit acceptances of that plan extended to April 22, 2007.

Ric Calder, the Debtors' CFO, says that the Debtors have been in the process of determining the Debtors' reorganization. Mr. Calder notes that the Debtors will reorganize either through:

* a sale of all or part of their stock; or * a sale of their assets as going concerns.

The Debtors have not yet started the marketing process since they have focused their time on obtaining the DIP financing necessary to fund their marketing efforts and reorganization, Mr. Calder adds. The Debtors expect that its request for DIP financing with Merrill Lynch Business Financial Services, Inc., will be heard within the next sixty days.

Mr. Calder believes that the extension will give the Debtors enough time to complete negotiations and formulate the terms of their plan.

Headquartered in Santa Fe Springs, California, Pull'R Holdings LLC-- http://www.pullr.com/-- sell contractors' equipment and tools. They are known for brands such as Bucket Boss, Dead OnTools, and the Maasdam Pow'R-Pull line. The Company and itsaffiliate, Maasdam Pow'r Pull Inc., filed for bankruptcyprotection on April 27, 2006 (Bankr. C.D. Calif. Case No.06-11669). Lawrence Diamant, Esq., at Robinson, Diamant &Wolkowitz, APC, represent the Debtors in their restructuringefforts. When the Debtors filed for bankruptcy, they reported $1 million to $10 million in total assets and $10 million to $50 million in total debts.

The Company reported a $4,135,000 net loss on $46,280,000 of net sales for the three months ended March 31, 2006, versus a $3,090,000 net loss on $59,215,000 of net sales for the three months ended March 31, 2005.

At March 31, 2006, the Company's balance sheet showed $213,810,000 in total assets and $76,561,000 in total liabilities resulting in a stockholders' equity of $137,249,000.

Full-text copies of the Company's financial statements for the quarter ended March 31, 2006, are available for free at:

As reported in the Troubled Company Reporter on April 12, 2006,Auditors at PricewaterhouseCoopers LLP in Seattle, Washington,raised substantial doubt about Quaker Fabric Corporation's ability to continue as a going concern after auditing the company's Dec. 31, 2005 and Jan. 1, 2005 consolidated financial statements and its internal control over financial reporting as of Dec. 31, 2005. PwC pointed to the Company's recurring losses from operations, certain debt covenant defaults, and operating performance decline.

About Quaker Fabric

Based in Fall River, Massachusetts, Quaker Fabric Corporation (NASDAQ: QFAB) -- http://www.quakerfabric.com/-- manufactures woven upholstery fabrics for furniture markets in the United States and abroad, and produces Jacquard upholstery fabric.

REFCO INC: Six Creditors Withdraw Nine Proofs of Claim------------------------------------------------------Six creditors withdraw nine proofs of claim filed against Refco Inc., and its debtor-affiliates on the basis that the Claims have been satisfied:

Based in New York, Refco Inc. -- http://www.refco.com/-- is a diversified financial services organization with operations in14 countries and an extensive global institutional and retailclient base. Refco's worldwide subsidiaries are members ofprincipal U.S. and international exchanges, and are among the mostactive members of futures exchanges in Chicago, New York, Londonand Singapore. In addition to its futures brokerage activities,Refco is a major broker of cash market products, including foreignexchange, foreign exchange options, government securities,domestic and international equities, emerging market debt, and OTCfinancial and commodity products. Refco is one of the largestglobal clearing firms for derivatives.

The Company and 23 of its affiliates filed for chapter 11protection on Oct. 17, 2005 (Bankr. S.D.N.Y. Case No. 05-60006).J. Gregory Milmoe, Esq., at Skadden, Arps, Slate, Meagher & FlomLLP, represent the Debtors in their restructuring efforts. Luc A.Despins, Esq., at Milbank, Tweed, Hadley & McCloy LLP, representsthe Official Committee of Unsecured Creditors. Refco reported$16.5 billion in assets and $16.8 billion in debts to theBankruptcy Court on the first day of its chapter 11 cases.

RIM SEMICONDUCTOR: Files Four Amended Financial Statements----------------------------------------------------------Rim Semiconductor Company filed with the Securities and Exchange Commission on July 11, 2006, its amended financial statements for:

-- the third quarter ended July 31, 2005; -- the year ended Oct. 31, 2005; -- the first quarter ended Jan. 31, 2006; and -- the second quarter ended April 30, 2006.

The Company's Board of Directors, after consultations by management and the Audit Committee with the Company's independent registered public accounting firm, concluded on July 6, 2006, that the classification of warrants issued in connection with the 2005 and 2006 convertible debentures was not in accordance with interpretations of Emerging Issues Task Force Issue No. 00-19 "Accounting for Derivative Financial Instruments Indexed To and Potentially Settled In, a Company's Own Stock."

Accordingly, the consolidated financial statements included in the Company's Annual Report on Form 10-KSB for the fiscal year ended Oct. 31, 2005, and the condensed consolidated financial statements included in the Company's Quarterly Reports on Form 10-QSB for the periods ended July 31, 2005, Jan. 31, 2006, and April 30, 2006, are being restated by the Company to correct the accounting for the warrants as derivative liabilities.

As reported in the Troubled Company Reporter on Feb. 2, 2006,Marcum & Kliegman LLP expressed substantial doubt about RimSemiconductor's ability to continue as a going concern after itaudited the Company's financial statements for the fiscal yearsended Oct. 31, 2005, and 2004. The auditing firm pointed to theCompany's $3,145,391 working capital deficiency at Oct. 31, 2005. The Company's October 31 balance sheet showed strained liquiditywith $407,512 in current assets available to pay $3,552,903 ofcurrent liabilities coming due within the next 12 months.

About Rim Semiconductor

Headquartered in Portland, Oregon, Rim Semiconductor Company fkaNew Visual Corporation -- http://www.rimsemi.com/-- is an emerging fabless communications semiconductor company. It hasmade available an advanced technology that allows data to betransmitted at greater speed and across extended distances overexisting copper wire.

SAINT VINCENTS: Wants to Walk Away from Bayer Contracts-------------------------------------------------------Saint Vincents Catholic Medical Centers of New York and its debtor-affiliates ask the U.S. Bankruptcy Court for the Southern District of New York for authority to reject certain contracts with Bayer Corporation.

SVMC operated seven hospitals including Saint Mary's Hospital in Brooklyn, which was closed on September 20, 2005, as of July 5, 2005. Prior to its bankruptcy filing, SVCMC also operated Saint Joseph's Hospital in Queens, which was closed on August 27, 2004.

St. Mary's and St. Joseph's, each leased equipment from Bayer Corporation pursuant to two Cost Management Plan Contracts.

The equipment leased by St. Joseph's was returned to Bayer on April 1, 2005, for storage. The Debtors have never used orpossessed the equipment since the Petition Date but continued tomake payments under the St. Joseph's Equipment Lease.

Since the closure of the lab that utilized the equipment leasedto St. Mary's, the Debtors never used that equipment butcontinued to make payments under the St. Mary's Equipment Lease.

The Debtors want to reject:

(i) the St. Joseph's Equipment Lease effective as of July 5, 2005; and

(ii) the St. Mary's Equipment Lease effective as of September 30, 2005 -- the date the lab was closed.

Andrew M. Troop, Esq., at Weil, Gotshal & Manges LLP, in NewYork, informs the Court that the Debtors are current on theirobligations under the Equipment Leases and have made:

* postpetition payments under the St. Joseph's Equipment Lease totaling $18,378; and

Mr. Troop says the retroactive application of the Court'sapproval of the rejection is fair, equitable, and consistent withrecent court decisions because:

-- the Equipment Leases are burdensome liabilities with no corresponding benefit to the Debtors and their estates;

-- the rejection eliminates any claim Bayer may have to further administrative payments under the Equipment Leases and provides the Debtors with the opportunity to recoup administrative payments that have been made;

-- Bayer will not be prejudiced by a retroactive rejection of the Equipment Leases because, had the rejection occurred earlier, Bayer would not have been able to re-lease the equipment or obtain any significant value from the equipment;

-- Bayer has been on notice that the Debtors were not benefiting from the Equipment Leases or using the equipment.

Headquartered in New York, New York, Saint Vincents Catholic Medical Centers of New York -- http://www.svcmc.org/-- the largest Catholic healthcare providers in New York State, operatehospitals, health centers, nursing homes and a home health agency.The hospital group consists of seven hospitals located throughoutBrooklyn, Queens, Manhattan, and Staten Island, along with fournursing homes and a home health care agency. The Company and sixof its affiliates filed for chapter 11 protection on July 5, 2005(Bankr. S.D.N.Y. Case No. 05-14945 through 05-14951). GaryRavert, Esq., and Stephen B. Selbst, Esq., at McDermott Will &Emery, LLP, filed the Debtors' chapter 11 cases. On Sept. 12,2005, John J. Rapisardi, Esq., at Weil, Gotshal & Manges LLP tookover representing the Debtors in their restructuring efforts.Martin G. Bunin, Esq., at Thelen Reid & Priest LLP, represents theOfficial Committee of Unsecured Creditors. As of Apr. 30, 2005,the Debtors listed $972 million in total assets and $1 billion intotal debts. (Saint Vincent Bankruptcy News, Issue No. 28 Bankruptcy Creditors' Service, Inc., 215/945-7000)

SEALY CORP: May 28 Balance Sheet Upside-Down by $212 Million------------------------------------------------------------Sealy Corporation reported results for its second quarter of fiscal 2006. Net sales for the fiscal quarter ended May 28, 2006 increased 5.9% to $376.7 million from $355.9 million for the comparable period a year earlier. Domestic net sales increased 2.5% to $291.5 million as average unit selling price improved 9.0% and unit volume declined 5.9%. International net sales increased $13.6 million or 19.0% (17.4% on a constant currency basis) to $85.2 million on unit volume increases of 12.2% and average unit selling price improvement of 6.0%.

Second quarter gross profit was $168.6 million, or 44.7% of sales, versus $157.1 million, or 44.1% of sales, for the comparable period a year earlier. This increase was due primarily to improvements in Sealy's international operations, domestic manufacturing efficiency and sales mix, as its luxury products, which retail above $1,000, continued to outpace sales of other products. Adjusted EBITDA for the quarter increased to $56.9 million versus $56.0 million for the comparable period a year earlier.

Net income was $100,000 versus $6.4 million for the comparable period a year ago. Second quarter 2006 operating results included pretax costs of $34.2 million, or $21.0 million after tax related to the Company's initial public offering and related debt repayment. Second quarter results also include $6.4 million of incremental cost related to the launch of Sealy's new products and $1.5 million of incremental expense for stock options versus the comparable prior year period.

As previously disclosed, these incremental costs are expected to total approximately $15 million to $20 million in 2006. Second quarter 2005 operating results included pretax costs of $6.2 million, or $3.7 million after tax, related to debt refinancing.

"We are pleased with our results for the quarter and the progress we have made on our new product introductions. The Stearns & Foster roll-out is complete and approximately half of the new Posturepedic product has been rolled out," said David J. McIlquham, Sealy's Chairman and Chief Executive Officer. "As we have previously communicated, product upgrade cycles typically impact unit volumes in the short term as our retail partners transition the beds on their selling floors. Over the long term, such new product innovation is an important driver of our growth. This process is expected to last until the beginning of the fourth quarter domestically and is already complete in some of our international businesses that introduced major new lines in the first quarter of 2006."

Mr. McIlquham continued, "Along with ongoing strong demand in ourinternational markets, we are focused on driving domestic unit volume through new product introductions and targeted promotions during the key summer months. We firmly believe that the strength of our brands, our position as the market share leader in the industry, combined with continued operating improvements, position Sealy to increase its annual cash flow and profitability consistently over the long term."

Net sales for the six months ended May 28, 2006 increased 8.0% to$772.4 million from $714.9 million for the comparable period a year earlier. Gross profit was $345.3 million, or 44.7% of sales, versus $316.2 million, or 44.2% of sales, for the comparable period a year earlier. Adjusted EBITDA was $120.9 million versus $115.7 million for the comparable period a year earlier. Net income was $23.1 million, versus net income of $27.1 million for the comparable period a year ago. Six month results include $14.9 million of incremental cost related to the launch of Sealy's new products and $1.8 million of incremental expense for stock options versus the comparable prior year.

As of May 28, 2006, Sealy's cash and cash equivalent balance was $24.2 million versus $25.0 million at the comparable time last year. The Company had total debt of $818.0 million at May 28, 2006, compared to total debt of $1,033.8 million as of May 29, 2005.

As previously announced, the Company's Board of Directors has authorized a quarterly cash dividend of $0.075 per common share. The dividend is payable on August 1, 2006, to common stockholders of record on July 14, 2006.

About Sealy Corp

Sealy Corporation (NYSE: ZZ) -- http://www.sealy.com/-- is the largest bedding manufacturer in the world with sales of nearly $1.5 billion in 2005. The company manufactures and markets a broad range of mattresses and foundations under the Sealy(R), Sealy Posturepedic(R), Stearns & Foster(R), and Bassett(R) brands. Sealy has the largest market share and highest consumer awareness of any bedding brand in North America. Domestically, Sealy has 20 plants and sells its products to 2,900 customers with more than 7,000 retail outlets. Sealy is also a leading supplier to the hospitality industry.

At May 28, 2006, the Sealy Corp.'s balance sheet showed a $212,389,000 stockholders' deficit compared to a $412,223,000 stockholders' deficit at November 27, 2005.

SECUNDA INTERNATIONAL: Gets Consent from 100% of Noteholders------------------------------------------------------------Secunda International Limited disclosed the results to date of its previously announced cash tender offer and consent solicitation for any and all of its outstanding $125,000,000 aggregate principal amount of Senior Secured Floating Rate Notes due 2012 (CUSIP No. 81370FAB4). As of 5:00 p.m., New York City time, on July 12, 2006, which was the deadline for holders to tender their Notes in order to receive the consent payment in connection with the tender offer, tenders and consents had been received from holders of $125.0 million in aggregate principal amount of the Notes, representing 100.0% of the outstanding Notes.

Accordingly, the requisite consents to adopt the proposed amendments to the indenture governing the Notes have been received, and a supplemental indenture to effect the proposed amendments will be executed shortly. The proposed amendments to be effected by the supplemental indenture, among other things, eliminate substantially all of the restrictive covenants and certain events of default in the indenture governing the Notes. The supplemental indenture will not become operative until the Initial Settlement Date, which will be after the Consent Time but no earlier than July 20, 2006, as specified by the Company, and is subject to the conditions. Adoption of the proposed amendments required the consent of holders of at least a majority of the aggregate principal amount of the outstanding Notes. Notes tendered prior to the Consent Time may no longer be withdrawn and consents delivered prior to the Consent Time may no longer be revoked, except in the limited circumstances described in the Offer to Purchase.

The tender offer and consent solicitation are subject to the satisfaction of certain conditions, including the receipt of tenders from holders of a majority in principal amount of the outstanding Notes, entering into a new credit facility or another financing vehicle that provides the Company with sufficient cash to fund the tender offer and consent solicitation, the successful pricing (as determined in the Company's sole discretion) of the initial public offering of the Company's common shares in Canada, and satisfaction of customary conditions.

Holders of the Notes who validly tendered their Notes by the Consent Time and consented to the proposed amendments will receive the total consideration as described in the Offer to Purchase per $1,000 principal amount of Notes accepted for purchase. Holders who validly tender their Notes after the Consent Time, but on or prior to the expiration date of the tender offer, will receive the total consideration per $1,000 principal amount of Notes accepted for purchase, less the consent payment of $30.00 per $1,000 principal amount of Notes. The total consideration is expected to be determined as of 2:00 p.m., New York City time, on July 14, 2006. Acceptance of and payment for Notes validly tendered before the Consent Time will be on the Initial Settlement Date. The tender offer is scheduled to expire at 5:00 p.m., New York City time, on July 28, 2006, unless extended or earlier terminated.

The complete terms and conditions of the tender offer and consent solicitation are described in the Offer to Purchase and ConsentSolicitation Statement of the Company dated June 27, 2006, copies of which may be obtained by contacting D.F. King and Co., Inc., the information agent for the tender offer, at (212) 269-5550 (collect) or (800) 758-5378 (U.S. toll-free). Banc of America Securities LLC is the exclusive dealer manager and solicitation agent for the tender offer and consent solicitation. Additional information concerning the tender offer and consent solicitation may be obtained by contacting Banc of America Securities LLC, High Yield Special Products, at (212) 847-5836 (collect) or (888) 292-0070 (U.S. toll-free)

About Secunda International

Secunda International Limited provides supply and support services to the offshore oil and gas industry internationally. The Company currently owns and operates a fleet of 14 harsh weather, multifunctional marine vessels that provide supply, support and safety services to offshore exploration, development, production and subsea construction projects. The Company primarily serves the North Sea, West Africa and the Gulf of Mexico and have a leading position in the east coast of Canada. The combination of its experienced and highly skilled workforce and its multifunctional, harsh weather fleet allows the Company to operate in virtually any part of the world, including deepwater areas.

* * *

As reported in the Troubled Company Reporter - Latin America on June 30, 2006, Standard & Poor's Ratings Services held its 'B-' long-term corporate credit and senior secured debt ratings on offshore support vessel provider Secunda International Inc. on CreditWatch with positive implications, where they were placedSept. 29, 2005.

SERVICE CORP: Moody's Holds Ba3 Rating on $1.1 Bil. Senior Notes----------------------------------------------------------------Moody's Investors Service confirmed the credit ratings of Service Corporation International, concluding a review for potential downgrade initiated on April 3, 2006. The ratings outlook is stable.

On April 3, 2006, SCI announced that it entered into a definitive agreement to acquire all of the outstanding shares of Alderwoods Group, Inc. for $20.00 per share in cash. Alderwoods operated 584 funeral homes, 73 cemeteries and 60 combination funeral home and cemetery locations in North America as of March 25, 2006. The transaction was approved by Alderwoods' shareholders on May 31, 2006.

The transaction is valued at approximately $1.2 billion, which includes approximately $364 million of Alderwoods debt. SCI expects to fund the transaction with at least $400 million of cash on hand and a combination of term loans and bonds. SCI received a commitment letter from JPMorgan for an $850 million bridge facility that can be used to fund the transaction. The transaction is not subject to any financing conditions but is subject to antitrust clearance. SCI anticipates that the acquisition will be completed by the end of 2006.

SCI has not announced the details of its proposed financing package for the Alderwoods acquisition. If SCI increases the amount of debt that is secured or guaranteed by its operating subsidiaries, the ratings on the non-guaranteed senior notes may be notched below the corporate family rating.

Moody's views the combination of SCI and Alderwoods favorably, since it provides increased scale, potential for rapid debt reduction with the proceeds from asset sales and significant cost saving opportunities. The confirmation of SCI's ratings reflects Moody's expectation that SCI will be able to improve credit metrics to more appropriate levels for the rating category within 18 months following the closing of the Alderwoods acquisition, through a combination of asset sales and realization of cost synergies.

The ratings reflect the large revenue and EBIT base of the combined company, broad geographic diversification within North America, significant value in owned real estate and a stable revenue stream supported by a large backlog of preneed funeral and cemetery contracts. The ratings are constrained by integration risks and challenging deathcare industry trends.

Moody's affirmed the SGL-2 rating of SCI reflecting its good liquidity profile, without giving effect to the proposed acquisition of Alderwoods. Moody's will determine whether the SGL rating should be revised when there is more certainty regarding the post-acquisition capital structure.

The stable ratings outlook anticipates significant debt reduction with the proceeds from asset sales and realization of meaningful cost reductions within 18 months after the closing of the Alderwoods acquisition. Moody's anticipates that at the end of this period, Debt to EBITDA and free cash flow to debt will stabilize at about 4 times and 10%, respectively.

The ratings could be pressured if:

(1) the integration proves more difficult than expected and anticipated merger synergies are not achieved;

(3) a material payment is required to settle outstanding litigation; or

(3) SCI adopts more aggressive financial policies than expected.

If any of these actions result in sustainable Debt to EBITDA increasing to about 5 times and free cash flow to debt declining to under 7%, a ratings downgrade is likely.

Given the risks related to the merger and the extended time frame for the realization of cost synergies, an upward change in the ratings or outlook is not likely in the near term. However, the ratings outlook could be changed to positive if greater than expected cost synergies or debt reduction results in sustainable Debt to EBITDA and free cash flow to debt approaching 3.5 times and 12%, respectively.

Service Corp, headquartered in Houston, Texas, is the leading provider of funeral and cemetery services in the world. Revenue for the year ended December 31, 2005 was about $1.7 billion.

SHAW GROUP: Incurs $16.7 Million Net Loss in Third Quarter 2006---------------------------------------------------------------The Shaw Group Inc. filed its financial results for the third quarter ended March 31, 2006, to the Securities and Exchange Commission on July 10, 2006.

For the three months ended March 31, 2006, the Company incurred a $16.7 million net loss on $1.2 billion of net revenues, compared to a $21.7 million net loss on $891 million of net revenues in 2005.

As of May 31, 2006, the Company had cash and cash equivalents of $137.3 million, which included $19.7 million of restricted and escrowed cash, and $155.5 million of availability under our $750.0 million Credit Facility to fund operations.

The Shaw Group Inc. -- http://www.shawgrp.com/-- is a leading global provider of technology, engineering, procurement, construction, maintenance, fabrication, manufacturing, consulting, remediation, and facilities management services for government and private sector clients in the energy, chemical, environmental, infrastructure and emergency response markets. Headquartered in Baton Rouge, Louisiana, with over $3 billion in annual revenues, Shaw employs approximately 20,000 people at its offices and operations in North America, South America, Europe, the Middle East and the Asia-Pacific region.

SILICON GRAPHICS: Five Shareholders Want Interests in New SGI-------------------------------------------------------------Five holders of Silicon Graphics, Inc., common stock ask theU.S. Bankruptcy Court for the Southern District of New York to compel the Debtors to grant them interests in the future of SGI. The shareholders are:

The Shareholders assert that they were intentionally and publicly misled, and not treated as owners of the Company, evidenced by the way they were left out in the proposed remedies and reorganization plan, and by the lack of communication with them for the past few months.

"To bypass us, to avoid us, to mislead us is wrong and may have been illegal," Mr. Raichel asserts.

SILICON GRAPHICS: Wants Merrill Lynch Directed to Turn Over Assets------------------------------------------------------------------Silicon Graphics, Inc., asks the U.S. Bankruptcy Court for the Southern District of New York to direct Merrill Lynch Trust Company of California to turn over certain assets of a trust to the Debtors' bankruptcy estate, and to account for the value of the assets.

In July 1994, Silicon Graphics established a non-qualified deferred compensation plan for the benefit of:

* certain management or highly compensated employees; and * non-employee members of its board of directors.

On August 18, 1994, Silicon Graphics and Merrill Lynch entered into an agreement under which Silicon Graphics agreed to contribute assets to be held in a trust by Merrill Lynch.Merrill Lynch agreed to disburse funds from the Trust to fund payments by Silicon Graphics to Plan participants.

Gary T. Holtzer, Esq., at Weil, Gotshal & Manges LLP, in NewYork, relates that pursuant to the Trust Agreement, the Trust is a "grantor trust, of which [Silicon Graphics] is the grantor."

Mr. Holtzer says the assets of the Trust are property of the Debtors' estate. Under the Trust Agreement, the assets are subject to the claims of Silicon Graphics' general creditors under federal and state bankruptcy law.

Merrill Lynch holds the assets of the Trust, including principal contributed by Silicon Graphics, and income. As of June 19, 2006, the value of the Assets was $1,648,000.

Section 542(a) of the Bankruptcy Code provides that any party in possession of property of the estate must deliver to the trustee the property or its value, Mr. Holtzer reminds the Court.

Accordingly, turn over of the assets is warranted for the reason that Merrill Lynch is in possession of property of the bankruptcy estate, Mr. Holtzer explains.

The Company disclosed that it has engaged Heidrick & Struggles International, Inc., an executive search firm, to undertake a nationwide search for Ms. Marks' successor. Robert Korzenski, president and chief operating officer said "On an interim basis, we are fortunate to have an experienced and capable accounting and finance department within the company to facilitate a smooth transition upon the appointment of a new CFO".

Headquartered in Highland Park, Illinois, Solo Cup Company -- http://www.solocup.com/-- manufactures disposable foodservice products for the consumer and retail, foodservice, packaging, andinternational markets. Solo Cup has broad expertise in plastic,paper, and foam disposables and creates brand name products underthe Solo, Sweetheart, Fonda, and Hoffmaster names. The Companywas established in 1936 and has a global presence with facilitiesin Asia, Canada, Europe, Mexico, Panama and the United States.

* * *

As reported in the Troubled Company Reporter on Apr. 4, 2006,Moody's Investors Service assigned ratings on Solo Cup Company's$80 million senior secured second lien term loan due 2012 at B3;$150 million senior secured revolving credit facility maturingFeb. 27, 2010, at B2; $638 million senior secured term loan B dueFeb. 27, 2011, at B2; $325 million 8.5% senior subordinated notesdue Feb. 15, 2014, at Caa1; and Corporate Family Rating at B2.

SPHINX CONVERTIBLE: Court Sets Winding-Up Hearing on July 28------------------------------------------------------------The Grand Court of the Cayman Islands will hear on July 28, 2006, at 10:00 a.m., the petition to wind-up Sphinx Convertible Arbitrage Ltd.

The founder shareholder of Sphinx Convertible placed the company into voluntary liquidation on June 30, 2006, under Section 150 of the Companies Law (2004 revision) of the Cayman Islands. Kenneth M. Krys and Christopher Stride of RSM Cayman Islands were appointed as joint voluntary liquidators.

On July 4, 2006, the liquidators presented in court the petitions for the winding-up of Sphinx Convertible.

Parties-in-interests who want to attend the hearing must informof their intention to appear on the hearing to Sphinx Convertible's liquidators at:

SPHINX CONVERTIBLE (FUND): Winding-Up Hearing Set for July 28-------------------------------------------------------------The Grand Court of the Cayman Islands will hear on July 28, 2006, at 10:00 a.m., the petition to wind-up Sphinx Convertible Arbitrage Fund SPC.

The founder shareholder of Sphinx Convertible placed the company into voluntary liquidation on June 30, 2006, under Section 150 of the Companies Law (2004 revision) of the Cayman Islands. Kenneth M. Krys and Christopher Stride of RSM Cayman Islands were appointed as joint voluntary liquidators.

On July 4, 2006, the liquidators presented in court the petitions for the winding-up of Sphinx Convertible.

Parties-in-interests who want to attend the hearing must informof their intention to appear on the hearing to Sphinx Convertible's liquidators at:

SPHINX DISTRESSED: Court Schedules Winding-Up Hearing on July 28----------------------------------------------------------------The Grand Court of the Cayman Islands will hear on July 28, 2006, at 10:00 a.m., the petition to wind-up Sphinx Convertible Distressed Ltd.

The founder shareholder of Sphinx Distressed placed the company into voluntary liquidation on June 30, 2006, under Section 150 of the Companies Law (2004 revision) of the Cayman Islands. Kenneth M. Krys and Christopher Stride of RSM Cayman Islands were appointed as joint voluntary liquidators.

On July 4, 2006, the liquidators presented in court the petitions for the winding-up of Sphinx Convertible.

Parties-in-interests who want to attend the hearing must informof their intention to appear on the hearing to Sphinx Distressed's liquidators at:

The founder shareholder of Sphinx Distressed placed the company into voluntary liquidation on June 30, 2006, under Section 150 of the Companies Law (2004 revision) of the Cayman Islands. Kenneth M. Krys and Christopher Stride of RSM Cayman Islands were appointed as joint voluntary liquidators.

On July 4, 2006, the liquidators presented in court the petitions for the winding-up of Sphinx Convertible.

Parties-in-interests who want to attend the hearing must informof their intention to appear on the hearing to Sphinx Distressed's liquidators at:

SPHINX EQUITY: Court Hears Winding-Up Petition on July 28---------------------------------------------------------The Grand Court of the Cayman Islands will hear on July 28, 2006, at 10:00 a.m., the petition to wind-up Sphinx Equity Market Neutral Ltd.

The founder shareholder of Sphinx Equity placed the company into voluntary liquidation on June 30, 2006, under Section 150 of the Companies Law (2004 revision) of the Cayman Islands. Kenneth M. Krys and Christopher Stride of RSM Cayman Islands were appointed as joint voluntary liquidators.

On July 4, 2006, the liquidators presented in court the petitions for the winding-up of Sphinx Equity.

Parties-in-interests who want to attend the hearing must informof their intention to appear on the hearing to Sphinx Distressed's liquidators at:

The founder shareholder of Sphinx Equity placed the company into voluntary liquidation on June 30, 2006, under Section 150 of the Companies Law (2004 revision) of the Cayman Islands. Kenneth M. Krys and Christopher Stride of RSM Cayman Islands were appointed as joint voluntary liquidators.

On July 4, 2006, the liquidators presented in court the petitions for the winding-up of Sphinx Equity.

Parties-in-interests who want to attend the hearing must informof their intention to appear on the hearing to Sphinx Distressed's liquidators at:

SPHINX FIXED: Winding-Up Hearing Is Scheduled for July 28---------------------------------------------------------The Grand Court of the Cayman Islands will hear on July 28, 2006, at 10:00 a.m., the petition to wind-up Sphinx Fixed Income Arbitrage Ltd.

The founder shareholder of Sphinx Fixed placed the company into voluntary liquidation on June 30, 2006, under Section 150 of the Companies Law (2004 revision) of the Cayman Islands. Kenneth M. Krys and Christopher Stride of RSM Cayman Islands were appointed as joint voluntary liquidators.

On July 4, 2006, the liquidators presented in court the petitions for the winding-up of Sphinx Fixed.

Parties-in-interests who want to attend the hearing must informof their intention to appear on the hearing to Sphinx Fixed's liquidators at:

SPHINX FIXED (FUND): Court Sets Winding-Up Hearing on July 28-------------------------------------------------------------The Grand Court of the Cayman Islands will hear on July 28, 2006, at 10:00 a.m., the petition to wind-up Sphinx Fixed Income Arbirage Fund SPC.

The founder shareholder of Sphinx Fixed placed the company into voluntary liquidation on June 30, 2006, under Section 150 of the Companies Law (2004 revision) of the Cayman Islands. Kenneth M. Krys and Christopher Stride of RSM Cayman Islands were appointed as joint voluntary liquidators.

On July 4, 2006, the liquidators presented in court the petitions for the winding-up of Sphinx Fixed.

Parties-in-interests who want to attend the hearing must informof their intention to appear on the hearing to Sphinx Fixed's liquidators at:

SPHINX LONG/SHORT: Court Hears Winding-Up Petition on July 28-------------------------------------------------------------The Grand Court of the Cayman Islands will hear on July 28, 2006, at 10:00 a.m., the petition to wind-up Sphinx Long/Short Equity Ltd.

The founder shareholder of Sphinx Long/Short placed the company into voluntary liquidation on June 30, 2006, under Section 150 of the Companies Law (2004 revision) of the Cayman Islands. Kenneth M. Krys and Christopher Stride of RSM Cayman Islands were appointed as joint voluntary liquidators.

On July 4, 2006, the liquidators presented in court the petitions for the winding-up of Sphinx Fixed.

Parties-in-interests who want to attend the hearing must informof their intention to appear on the hearing to Sphinx Long/Short's liquidators at:

SPHINX LONG/SHORT (FUND): Winding-Up Hearing Is Set for July 28---------------------------------------------------------------The Grand Court of the Cayman Islands will hear on July 28, 2006, at 10:00 a.m., the petition to wind-up Sphinx Long/Short Equity Ltd.

The founder shareholder of Sphinx Long/Short placed the company into voluntary liquidation on June 30, 2006, under Section 150 of the Companies Law (2004 revision) of the Cayman Islands. Kenneth M. Krys and Christopher Stride of RSM Cayman Islands were appointed as joint voluntary liquidators.

On July 4, 2006, the liquidators presented in court the petitions for the winding-up of Sphinx Long/Short.

Parties-in-interests who want to attend the hearing must informof their intention to appear on the hearing to Sphinx Long/Short's liquidators at:

SPHINX LTD: Court Schedules Winding-Up Hearing for July 28----------------------------------------------------------The Grand Court of the Cayman Islands will hear on July 28, 2006, at 10:00 a.m., the petition to wind-up Sphinx Ltd.

The founder shareholder of Sphinx Ltd. placed the company into voluntary liquidation on June 30, 2006, under Section 150 of the Companies Law (2004 revision) of the Cayman Islands. Kenneth M. Krys and Christopher Stride of RSM Cayman Islands were appointed as joint voluntary liquidators.

On July 4, 2006, the liquidators presented in court the petitions for the winding-up of Sphinx Ltd.

Parties-in-interests who want to attend the hearing must informof their intention to appear on the hearing to Sphinx Ltd's liquidators at:

SPHINX MACRO: Court Schedules July 28 for Winding-Up Hearing------------------------------------------------------------The Grand Court of the Cayman Islands will hear on July 28, 2006, at 10:00 a.m., the petition to wind-up Sphinx Macro Ltd.

The founder shareholder of Sphinx Macro placed the company into voluntary liquidation on June 30, 2006, under Section 150 of the Companies Law (2004 revision) of the Cayman Islands. Kenneth M. Krys and Christopher Stride of RSM Cayman Islands were appointed as joint voluntary liquidators.

On July 4, 2006, the liquidators presented in court the petitions for the winding-up of Sphinx Macro.

Parties-in-interests who want to attend the hearing must informof their intention to appear on the hearing to Sphinx Macro's liquidators at:

SPHINX MACRO FUND: Court Sets Winding-Up Hearing for July 28------------------------------------------------------------The Grand Court of the Cayman Islands will hear on July 28, 2006, at 10:00 a.m., the petition to wind-up Sphinx Macro Fund SPC.

The founder shareholder of Sphinx Managed placed the company into voluntary liquidation on June 30, 2006, under Section 150 of the Companies Law (2004 revision) of the Cayman Islands. Kenneth M. Krys and Christopher Stride of RSM Cayman Islands were appointed as joint voluntary liquidators.

On July 4, 2006, the liquidators presented in court the petitions for the winding-up of Sphinx Macro.

Parties-in-interests who want to attend the hearing must informof their intention to appear on the hearing to Sphinx Macro's liquidators at:

SPHINX MANAGED: Court Schedules Winding-Up Hearing for July 28--------------------------------------------------------------The Grand Court of the Cayman Islands will hear on July 28, 2006, at 10:00 a.m., the petition to wind-up Sphinx Managed Futures Ltd.

The founder shareholder of Sphinx Managed placed the company into voluntary liquidation on June 30, 2006, under Section 150 of the Companies Law (2004 revision) of the Cayman Islands. Kenneth M. Krys and Christopher Stride of RSM Cayman Islands were appointed as joint voluntary liquidators.

On July 4, 2006, the liquidators presented in court the petitions for the winding-up of Sphinx Managed.

Parties-in-interests who want to attend the hearing must informof their intention to appear on the hearing to Sphinx Managed's liquidators at:

SPHINX MERGER: Winding-Up Hearing Is Scheduled for July 28----------------------------------------------------------The Grand Court of the Cayman Islands will hear on July 28, 2006, at 10:00 a.m., the petition to wind-up Sphinx Merger Arbitrage Ltd.

The founder shareholder of Sphinx Merger placed the company into voluntary liquidation on June 30, 2006, under Section 150 of the Companies Law (2004 revision) of the Cayman Islands. Kenneth M. Krys and Christopher Stride of RSM Cayman Islands were appointed as joint voluntary liquidators.

On July 4, 2006, the liquidators presented in court the petitions for the winding-up of Sphinx Merger.

Parties-in-interests who want to attend the hearing must informof their intention to appear on the hearing to Sphinx Merger's liquidators at:

The founder shareholder of Sphinx Merger placed the company into voluntary liquidation on June 30, 2006, under Section 150 of the Companies Law (2004 revision) of the Cayman Islands. Kenneth M. Krys and Christopher Stride of RSM Cayman Islands were appointed as joint voluntary liquidators.

On July 4, 2006, the liquidators presented in court the petitions for the winding-up of Sphinx Merger.

Parties-in-interests who want to attend the hearing must informof their intention to appear on the hearing to Sphinx Merger's liquidators at:

SPHINX PLUS: Court Schedules Winding-Up Hearing on July 28----------------------------------------------------------The Grand Court of the Cayman Islands will hear on July 28, 2006, at 10:00 a.m., the petition to wind-up Sphinx Plus SPC Ltd.

The founder shareholder of Sphinx Plus placed the company into voluntary liquidation on June 30, 2006, under Section 150 of the Companies Law (2004 revision) of the Cayman Islands. Kenneth M. Krys and Christopher Stride of RSM Cayman Islands were appointed as joint voluntary liquidators.

On July 4, 2006, the liquidators presented in court the petitions for the winding-up of Sphinx Plus.

Parties-in-interests who want to attend the hearing must informof their intention to appear on the hearing to Sphinx Plus' liquidators at:

SPHINX SPECIAL: Court Schedules Winding-Up Hearing for July 28--------------------------------------------------------------The Grand Court of the Cayman Islands will hear on July 28, 2006, at 10:00 a.m., the petition to wind-up Sphinx Special Situations Ltd.

The founder shareholder of Sphinx Situations placed the company into voluntary liquidation on June 30, 2006, under Section 150 of the Companies Law (2004 revision) of the Cayman Islands. Kenneth M. Krys and Christopher Stride of RSM Cayman Islands were appointed as joint voluntary liquidators.

On July 4, 2006, the liquidators presented in court the petitions for the winding-up of Sphinx Situations.

Parties-in-interests who want to attend the hearing must informof their intention to appear on the hearing to Sphinx Situation's liquidators at:

SPHINX SPECIAL (FUND): Winding-Up Hearing Is Set for July 28------------------------------------------------------------The Grand Court of the Cayman Islands will hear on July 28, 2006, at 10:00 a.m., the petition to wind-up Sphinx Special Situations Fubd SPC.

The founder shareholder of Sphinx Situations placed the company into voluntary liquidation on June 30, 2006, under Section 150 of the Companies Law (2004 revision) of the Cayman Islands. Kenneth M. Krys and Christopher Stride of RSM Cayman Islands were appointed as joint voluntary liquidators.

On July 4, 2006, the liquidators presented in court the petitions for the winding-up of Sphinx Situations.

Parties-in-interests who want to attend the hearing must informof their intention to appear on the hearing to Sphinx Situation's liquidators at:

SPHINX STRATEGY: Court Sets Winding-Up Hearing for July 28----------------------------------------------------------The Grand Court of the Cayman Islands will hear on July 28, 2006, at 10:00 a.m., the petition to wind-up Sphinx Strategy Fund.

The founder shareholder of Sphinx Strategy placed the company into voluntary liquidation on June 30, 2006, under Section 150 of the Companies Law (2004 revision) of the Cayman Islands. Kenneth M. Krys and Christopher Stride of RSM Cayman Islands were appointed as joint voluntary liquidators.

On July 4, 2006, the liquidators presented in court the petitions for the winding-up of Sphinx Strategy.

Parties-in-interests who want to attend the hearing must informof their intention to appear on the hearing to Sphinx Strategy's liquidators at:

SURFSIDE RESORT: Ct. Says Paid Insurance Policy Not Executory Pact------------------------------------------------------------------The Honorable Jerry A. Funk of the U.S. Bankruptcy Court for the Middle District of Florida in Jacksonville refused to revoke confirmation of Surfside Resort and Suites, Inc.'s Plan. Finding that the supplemental insurance policy issued by Westchester Surplus Lines Insurance Company had already been paid before Surfside Resort filed for bankruptcy, Judge Funk said the insurance policy is not "executory contract".

Surfside Resort has a supplemental insurance policy numbered D3589844A001, which was issued by Westchester. This insurance is part of the Hotel Risk Management Association Layered Property Program Property Coverage and covered the period from Feb. 1, 2004, through Feb. 1, 2005.

The primary policy is issued by Hartford Fire Insurance Company, which offered $10,000,000 in coverage. The Westchester policy covered Debtor's property, for physical loss or damage in excess of the $10 million coverage provided by Hartford.

Sometime in August and September 2004, Surfside Resort's hotel sustained property damage as a result of Hurricanes Charley and Frances.

The Debtor filed for bankruptcy on Sept. 17, 2004, and the Bankruptcy Court approved its First Amended Plan of Reorganization on May 10, 2005.

Bray & Gillespie IX, LLC, owned and held the first and second mortgage liens of the Debtor's hotel. Under the Plan, B&G will purchase the hotel, the Debtor's main asset. B&G acquired the right to collect the proceeds from the insurance claims asserted by the Debtor pursuant to the sale.

Westchester argued that B&G and Surfside Resort conspired to intentionally deprive to give notice of Surfside Resort's bankruptcy filing. Westchester said that because of B&G's and Surfside Resort's fraudulent conduct, it is not bound by the terms of Surfside Resort's Plan.

Westchester reasoned that it was entitled to notice of Surfside Resort's bankruptcy filing since it was a creditor, or in the alternative, a party-in-interest. Westchester added Surfside Resort assumed and assigned the supplemental insurance policy in violation of the specified anti-assignment clause.

Surfside Resort replied that the supplemental insurance policy was no longer "executory contract" when the bankruptcy petition was filed because all premiums were already paid in full to Westchester.

Judge Funk said that the Debtor's plan confirmation won't be revoked based on its alleged fraud in failing to provide notice because Westchester had no claim on the Estate and was not creditor nor party-in-interest.

Judge Funk also said that although the policy contained anti-assignment clause, the clause did not affect Debtor's right to assign its right to post-loss insurance proceeds. Under Florida law, policyholders may freely assign post-loss insurance claims, even if policy contains anti-assignment clause.

In a decision published at 2006 WL 1689316, Judge Funk held that:

(a) the supplemental property insurance policy purchased by Surfside Resort on its hotel property was no longer "executory contract" when bankruptcy petition was filed;

(b) Westchester, whose obligation to indemnify Surfside Resort for hurricane damage to Debtor's hotel had already attached prior to commencement of Chapter 11 case, and whose obligations could not be affected by debtor's bankruptcy case, was not "party-in-interest," so as not to be entitled to notice of time set for filing objections to disclosure statement and proposed plan;

(c) the confirmation order would not be revoked based upon Debtor's alleged fraud; and

(d) the Debtor could assign its right to proceeds, despite anti-assignment clause in the insurance policy.

Headquartered in Ormond Beach, Fla., Surfside Resort and Suites, Inc. -- http://www.daytonasurfsideandsuites.com/-- operates a vacation resort, restaurant and lounge. The Debtor filed for chapter 11 protection on Sept. 17, 2004 (Bankr. M.D. Fla. Case No. 04-05948). Walter J. Snell, Esq. at Snell & Snell, P.A., represents the Debtor. When the Debtor filed for protection from its creditors, it listed $19,598,145 in total assets and $9,289,843 in total liabilities. The Debtor's First Amended Plan of Reorganization was approved by the Bankruptcy Court on May 10, 2005.

TOTAL TIME: Case Summary & 18 Largest Unsecured Creditors---------------------------------------------------------Debtor: Total Time Solutions LLC P.O. Box 12008 Hauppauge, New York 11788-0815

USG and the Official Committee of Equity Security Holders believed that the Consortium's involvement in the process of securing an equity backstop commitment was critical to generating up to $46,300,000 and at least $33,000,000, depending on the rights offering completion date, in savings for USG and its stakeholders.

Accordingly, the Consortium asked the Court to allow it a$12,500,000 administrative expense priority claim for itssubstantial contribution to USG's estate, and direct the Debtorsto pay the claim.

The Court, however, directs the Debtors to pay as administrative expenses of their estates $134,005 to the Consortium's counsel, Kirkland & Ellis, LLP and Pachulski Stang Ziehl Young Jones & Weintraub LLP.

The fee consists of $127,494 for the reasonable and necessary professional services rendered by and $6,511 for the actual and necessary costs and expenses of the Consortium's counsel.

Kirkland and Pachulski initially sought payment of $149,737 in fees and reimbursement of $6,511 in expenses for their services to the Consortium.

The Debtors found the fees excessive. While they support the reimbursement of the Consortium's reasonable attorney's fees, the Debtors declined to foot $22,243 of the fees incurred by the Consortium's counsel in connection with preparing and arguing before the Court the Consortium's request for the Unsuccessful Bidder Fee. The Objectionable Fees should be treated the same as the Unsuccessful Bidder Fee, the Debtors argued.

As previously reported, the Consortium of Investors delivered an alternative equity backstop proposal for the Debtors' rights offering. The competing bid was virtually identical to the terms of the Court-approved Equity Commitment Agreement with Berkshire Hathaway, Inc.

The Debtors emerged from Chapter 11 protection on June 20, 2006, following confirmation and effectiveness of their First Amended Joint Plan of Reorganization.

Headquartered in Chicago, Illinois, USG Corporation --http://www.usg.com/-- through its subsidiaries, is a leading manufacturer and distributor of building materials producing awide range of products for use in new residential, newnonresidential and repair and remodel construction, as well asproducts used in certain industrial processes.

When the Debtors filed for protection from their creditors, theylisted $3,252,000,000 in assets and $2,739,000,000 in debts. TheDebtors emerged from bankruptcy protection on June 20, 2006. (USGBankruptcy News, Issue No. 116; Bankruptcy Creditors'Service, Inc., 215/945-7000)

USG CORP: Objects to Three Asbestos Personal Injury Claims----------------------------------------------------------Before USG Corporation and its debtor-affiliates filed for bankruptcy, Debtor United States Gypsum Company and certain claimants were members of the Center for Claims Resolution, which was formed in 1988 to mitigate burdens of resolving asbestos personal injury claims against the member companies.

Pursuant to a Producer Agreement dated September 28, 1988, the CCR acted as agent for each member in administering, defending, evaluating, settling and paying asbestos personal injury claims against the member companies. Paul N. Heath, Esq., at Richards, Layton & Finger, P.A., in Wilmington, Delaware, says that liability for settlements of asbestos personal injury claims made by the CCR on its members' behalf was apportioned among the member companies pursuant to certain formulas.

On June 16, 2006, the U.S. Bankruptcy and District Courts confirmed the Debtors' First Amended Plan of Reorganization, which establishes, among other things, a trust under Section 524(g) of the Bankruptcy Code to which all asbestos personal injury claims are channeled. The Plan became effectiveon June 20, 2006.

Under the Plan, the definition of Asbestos Personal Injury Claim includes "Asbestos Personal Injury Indirect Claims," which consist of claims brought by the CCR Claimants.

The Plan also provides that an "Asbestos Personal Injury Indirect Claim" includes claims or demands against any Debtor by the CCR or its members relating to Asbestos Personal Injury Claims and claims by any entity, including the CCR or its current or former members, with respect to any surety bond, letter of credit or other financial assurance issued by any entity on account of Asbestos Personal Injury Claims.

In this connection, the CCR Claimants subsequently filed proofs of claim seeking reimbursement for amounts that have been or may in the future be allegedly required to pay to asbestos personal injury claimants for U.S. Gypsum's allocated share of settlements made by the CCR.

The Debtors argue that the Claims fall directly within the definition of an Asbestos Personal Injury Indirect Claim that is channeled to the Asbestos Personal Injury Trust.

Accordingly, the Debtors ask Judge Fitzgerald to disallow the Claims since their estates no longer have any liability for theClaims.

Mr. Heath asserts that the Claims are now liabilities of the Asbestos Personal Injury Trust and are entitled to receive a consideration as provided in the distribution procedures established by the Plan.

The Debtors' request is without prejudice to the Claimants' rights to assert each Claim or any other claim against the Asbestos Personal Injury Trust.

Headquartered in Chicago, Illinois, USG Corporation --http://www.usg.com/-- through its subsidiaries, is a leading manufacturer and distributor of building materials producing awide range of products for use in new residential, newnonresidential and repair and remodel construction, as well asproducts used in certain industrial processes.

When the Debtors filed for protection from their creditors, theylisted $3,252,000,000 in assets and $2,739,000,000 in debts. TheDebtors emerged from bankruptcy protection on June 20, 2006. (USGBankruptcy News, Issue No. 116; Bankruptcy Creditors'Service, Inc., 215/945-7000)

VALENTINE PAPER: Court Confirms Amended Plan of Liquidation-----------------------------------------------------------The Honorable Jerry A. Brown of the U.S. Bankruptcy Court for the Eastern District of Louisiana in New Orleans confirmed the Amended Plan of Reorganization of Valentine Paper, Inc., nka VPI Liquidation Corporation on July 3, 2006.

Judge Brown determined that the Plan complies with the 13 standards imposed by Section 1129(a) of the Bankruptcy Code.

Overview of the Plan

As reported in the Troubled Company Reporter on May 5, 2006, the Debtor told the Court that pursuant to the Plan and a Liquidating Trust Agreement, a trust will be created for the purposes of liquidating their assets and satisfying claims against the them.

Treatment of Claims

Under the Plan, Administrative Claims and Priority Tax Claims willbe paid in full.

Holders of the Note Acquisition Residual Claim will be entitled tofunds remaining in the Escrow Account. The Debtor tells the Courtthat, as agreed between the Debtor, the Official Committee ofUnsecured Creditors and the Noteholder, there will be nodeficiency claim.

Priority Non-Tax Claims will receive their pro-rate share of thecash distribution from cash held by the Liquidating Trustee afterpayment of priority claims.

Holders of Unsecured Claims will receive their pro-rate share ofthe cash distribution from cash held by the Liquidating Trusteeafter payment of all other claims.

Holders of Equity Interests in the Debtor will receive nothingunder plan and those interests will be extinguished.

Headquartered in Lockport, Louisiana, Valentine Paper, Inc. --http://www.valentinepaper.com/-- produces technical and specialty papers. The Company filed for chapter 11 protection on June 6,2005 (Bankr. E.D. La. Case No. 05-14659). David F. Waguespack,Esq., at Lemle & Kelleher, L.L.P., represents the Debtor in itsrestructuring efforts. C. Davin Boldissar, Esq., at Locke,Liddell & Sapp LLP, represents the Official Committee of UnsecuredCreditors. When the Debtor filed for protection from itscreditors, it estimated assets between $1 million and $10 millionand debts between $10 million and $50 million.

W.R. GRACE: Court Closes Asbestos Panels' Complaint v. Sealed Air-----------------------------------------------------------------The Honorable Judith K. Fitzgerald holding court in Philadelphia, Pennsylvania, has closed the adversary proceeding between the Official Committee of Asbestos personal Injury Claimants and Sealed Air Corp., without prejudice to Sealed Air and Cryovac, Inc.'s rights to reopen the Adversary Proceeding at a later date and renew, in their sole discretion, Sealed Air's request to vacate Judge Wolin's July 29, 2002, In Limine standards opinion and order.

Closure of the Adversary proceeding is without prejudice to the refiling and hearing by the U.S. Bankruptcy Court for the District of Delaware in W.R. Grace & Co.'s Chapter 11 cases of fee applications currently pending in the Adversary Proceeding.

The Court approved in June 2005 a $950,000,000 settlement agreement among Sealed Air and the Asbestos Committees in the Debtors' Chapter 11 cases. Sealed Air agreed to pay $512,500,000 in cash and deliver 9,000,000 shares of its common stock to a Section 524(g) Trust to be created under the Debtors' ultimate Chapter 11 plan. In exchange, Sealed Air and its co-defendants obtain a complete release from all asbestos-related obligations.

The agreement is expected to become effective upon the Debtors' emergence from bankruptcy with a plan of reorganization that is consistent with the terms of the agreement, which includes the establishment of one or more trusts under Section 524(g) of the Bankruptcy Code.

W.R. GRACE: U.S. Trustee Amends Creditors Committee Membership--------------------------------------------------------------Kelly Beaudin Stapleton, the United States Trustee for Region 3, amends the membership of the Official Committee of Unsecured Creditors in the chapter 11 cases of W.R. Grace & Co., and its debtor-affiliates, effective July 10, 2006.

WERNER HOLDINGS: Chap. 11 Filing Cues Moody's to Withdraw Ratings-----------------------------------------------------------------Moody's Investors Service withdrawn the ratings of Werner Holdings Co., Inc. due to the company's voluntary filing of Chapter 11 of the United States Bankruptcy Code. Please refer to Moody's Guidelines for the Withdrawal of Ratings on moodys.com.

Headquartered in Greenville, PA, Werner Holding Co., Inc. is the nation's largest manufacturer and marketer of ladders and other climbing equipment. Total adjusted debt as of September 30, 2005 was approximately $405 million.

WORLD HEART: Posts $3 Million Net Loss in Quarter Ended March 31----------------------------------------------------------------World Heart Corp. filed its financial statements for the quarter ended March 31, 2006, with the Securities and Exchange Commission.

The Company reported a $3,441,591 net loss on $3,284,816 of revenues for the three months ended March 31, 2006, versus a $3,942,396 net loss on $3,416,988 of revenues for the three months ended March 31, 2005.

At March 31, 2006, the Company's balance sheet showed $22,071,674 in total assets and $4,769,192 in total liabilities resulting in a stockholders' equity of 17,302,482.

A full-text copy of the Company's financial statement for the quarter ended March 31, 2006, is available for free at:

As reported in the Troubled Company Reporter on May 12, 2006,PricewaterhouseCoopers LLP, World Heart Corporation's auditor,expressed substantial doubt about the Company's ability tocontinue as a going concern after auditing the Company's financialstatements for the year ending Dec. 31, 2005. PwC pointed to theCompany's recurring losses.

About World Heart

Headquartered in Oakland, California, World Heart Corporation -- http://www.worldheart.com/-- develops, produces and sells ventricular assist devices. VADs are mechanical assist devices that supplement the circulatory function of the heart by re-routing blood flow through a mechanical pump allowing for the restoration of normal blood circulation.

WORLDCOM INC: Intercity Cable Agrees to Reduce Claim to $500,000----------------------------------------------------------------On August 18, 1993, Intercity Cable entered into a sales representation agreement with ACS Enterprises under which it would be paid a commission to solicit new customers for ACS' cable services.

Intercity then asserted that its commissions were unpaid or underpaid between August 19, 1993 and August 22, 1994.

In August 1997, Intercity filed a lawsuit against ACS and its then corporate parent CAI Wireless Systems in the Court of Common Pleas of Philadelphia County.

WorldCom, Inc., and its debtor-affiliates are the successors-in-interest to ACS and CAI Wireless.

On January 22, 2003, Intercity filed Claim No. 19167 in the Debtors' bankruptcy cases, seeking to collect the unpaid or underpaid commissions.

The parties disputed about the commissions, the State Court Action, the proof of claim, and the amount, extent, and type of claim to which the Intercity is entitled.

The Parties wish to compromise, resolve, and settle the claims and causes of action that were or could have been asserted by Intercity in the State Court Action or the Proof of Claim. Consequently, the Parties entered into a settlement agreement on June 21, 2006.

Subsequently, in a stipulation approved by the U.S. Bankruptcy Court for the District of New York, the Parties agree that Claim No. 19167 is reduced and allowed as a Class 6 General Unsecured Claim for $500,000. The payment of the Allowed Claim will be made in accordance with the terms of the Debtors' Plan of Reorganization.

Monday's edition of the TCR delivers a list of indicative prices for bond issues that reportedly trade well below par. Prices are obtained by TCR editors from a variety of outside sources during the prior week we think are reliable. Those sources may not, however, be complete or accurate. The Monday Bond Pricing table is compiled on the Friday prior to publication. Prices reported are not intended to reflect actual trades. Prices for actual trades are probably different. Our objective is to share information, not make markets in publicly traded securities.Nothing in the TCR constitutes an offer or solicitation to buy or sell any security of any kind. It is likely that some entity affiliated with a TCR editor holds some position in the issuers' public debt and equity securities about which we report.

Each Tuesday edition of the TCR contains a list of companies with insolvent balance sheets whose shares trade higher than $3 per share in public markets. At first glance, this list may look like the definitive compilation of stocks that are ideal to sell short. Don't be fooled. Assets, for example, reported at historical cost net of depreciation may understate the true value of a firm's assets. A company may establish reserves on its balance sheet for liabilities that may never materialize. The prices at which equity securities trade in public market are determined by more than a balance sheet solvency test.

A list of Meetings, Conferences and Seminars appears in each Wednesday's edition of the TCR. Submissions about insolvency- related conferences are encouraged. Send announcements to conferences@bankrupt.com/

On Thursdays, the TCR delivers a list of recently filed chapter 11 cases involving less than $1,000,000 in assets and liabilities delivered to nation's bankruptcy courts. The list includes links to freely downloadable images of these small-dollar petitions in Acrobat PDF format.

Each Friday's edition of the TCR includes a review about a book of interest to troubled company professionals. All titles are available at your local bookstore or through Amazon.com. Go to http://www.bankrupt.com/books/to order any title today.

Monthly Operating Reports are summarized in every Saturday edition of the TCR.

For copies of court documents filed in the District of Delaware, please contact Vito at Parcels, Inc., at 302-658-9911. For bankruptcy documents filed in cases pending outside the District of Delaware, contact Ken Troubh at Nationwide Research & Consulting at 207/791-2852.

This material is copyrighted and any commercial use, resale or publication in any form (including e-mail forwarding, electronic re-mailing and photocopying) is strictly prohibited without prior written permission of the publishers. Information contained herein is obtained from sources believed to be reliable, but is not guaranteed.

The TCR subscription rate is $725 for 6 months delivered via e-mail. Additional e-mail subscriptions for members of the same firm for the term of the initial subscription or balance thereof are $25 each. For subscription information, contact Christopher Beard at 240/629-3300.